Metro AG

ANNUAL REPORT
2023/24
ANNUAL REPORT
2023/24
WHOLESALE.
MORE THAN EVER.

A whole lot of wholesale. With the sCore strategy, 

that’s what METRO stands for, today more than ever. 

That means not only: more own brands, more delivery 

and more digitalisation. But also: more passion, 

more commitment and more team spirit.
Wholesale. More than ever.

METRO in figures
Key financial figures (in € million)
2022/23
2023/24
Change
Change
in %
Sales (net)
30,551
31,029
478
1.6
Adjusted EBITDA
1,174
1,058
−116
−9.9
EBIT
598
218
−380
−63.6
Earnings per share in € (basic = diluted)
1.21
−0.33
−1.54
–
Dividend1
0.55
0.00
−0.55
–
1
Subject to the resolution of the respective Annual General Meeting.
Network
2022/23
2023/24
Change
Change
in %
Stores and delivery (number of countries)
32
33
1
–
Marketplace (number of countries)
6
6
0
–
DISH POS1 (number of countries)
4
6
2
–
Stores (number of locations)3
625
624
−1
–
thereof delivery OOS2 (number of locations)
(529)
(522)
(−7)
–
FSD depots (number of locations)
76
94
18
–
1
DISH POS is a cloud-based all-in-one POS system with solutions for the hospitality industry. The product was developed by POS provider Eijsink. The
product has undergone further development and been integrated into the offering of digital DISH tools since it was acquired by DISH Digital Solutions in
March 2022. The system is called Booq in the Netherlands and Belgium.
2
OOS refers to the existing METRO location portfolio and includes METRO stores that deliver from the store on the one hand and stores that operate
their own depot in the store on the other.
3
2 stores in Ukraine (Mariupol and Kharkiv) have been excluded from the consideration of locations, as they are temporarily not operating due to the war.
METRO IN FIGURES
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
3

Multichannel development
Sales development (in € million)
2022/23
2023/24
Change
in %
Ambition 2030
Store-based and other business
23,342
22,923
−2
~1.2× vs. 2020/21
FSD
7,099
7,942
12
>3× vs. 2020/21
METRO MARKETS sales
110
165
49
METRO MARKETS marketplace sales1
172
256
48
>€1.5 bn
1
Total volume of METRO MARKETS platform (and third-party platforms) excluding VAT and after cancellations but before any deductions; includes seller
sales in full.
sCore KPIs (%)
2022/23
2023/24
Change in
percentage points
Ambition 2030
Strategic customer sales share
74
76
2
>80%
Own-brand sales share
22
24
3
>35%
Stock availability
96
97
1
>98%
FSD sales share
23
26
2
>33%
Digital sales share
11
14
3
40%
Medium-term ambition
2022/23
2023/24
Growth target
Ambition 2030
Sales development (%)1
9
6
5–10% CAGR
>€40 billion
EBITDA development (%)2
−13
−6
5–7% CAGR
>€2 billion
Investments (% of sales)3
1.8
1.7
<1.5%
Free cash flow (€ million)
−147
−24
>€0.6 billion
Net debt/EBITDA (0.0×)
2.0×
2.9×
<2.5×
1
Exchange-rate-adjusted, portfolio-adjusted.
2
Adjusted EBITDA, exchange-rate-adjusted, portfolio-adjusted.
3
Investments without monetary assets and acquisitions of subsidiaries.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
4

CONTENTS
To our shareholders
6
Letter to the shareholders
7
The Management Board
10
Report of the Supervisory Board
12
METRO share
21
Goals and strategy
24
Combined Management Report
27
1
Principles of the group
28
2
Economic report
62
3
Outlook report
73
4
Opportunities and risk report
75
5
Takeover-related disclosures
87
6
Supplementary notes for METRO AG
90
Consolidated financial
statements
94
Income statement
95
Profit or loss for the period
96
Balance sheet
97
Statement of changes in equity
98
Cash flow statement
99
Notes
100
Segment reporting
101
Notes to the group accounting principles
and methods
102
Capital management
118
Consolidation group and investments
119
Notes to the income statement
124
Notes to the balance sheet
130
Other notes
151
Auditor’s report
165
Independent assurance
practitioner's report
176
Financial calendar 2024/25
179
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
5

TO OUR SHAREHOLDERS
Letter to the shareholders
7
The Management Board
10
Report of the Supervisory Board
12
METRO share
21
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
6

LETTER TO THE SHAREHOLDERS
Financial year 2023/24 was again notable for the implementation of the sCore strategy. 3 years
ago, we embarked on a systematic growth path with a focus on food-based wholesale. With
this strategy we achieved sales growth for the 3rd year in succession. Although we find
ourselves in a difficult geopolitical situation and are facing cost inflation, we achieved both
currency-, portfolio-adjusted growth and expanded our business in all channels and regions,
while improving our market position. We have now entered a phase in which we increasingly
focus on the topics of productivity and profitability, without losing sight of sustainable growth.
We have singled these topics out as our priorities for the coming year: we will continue to invest
into growth and increase our productivity in this process.
The core of our sCore strategy and our recipe
for success is our multichannel business model.
Why are we pursuing this approach?
•
Our combination of wholesale stores, delivery
service and online marketplace is unique and
meets different customer needs.
•
Our holistic, demand-driven offering gives us a
competitive advantage in a highly fragmented
market with structural growth.
•
With our existing infrastructure as the basis, the
transformation of wholesale stores into
combined delivery locations enables us to
achieve capital-efficient growth.
•
Our business channels are providing synergy
effects, as we are seeing disproportionately
rapid sales growth among our multichannel
customers.
For these reasons, we will continue to invest in our long-term growth in future, and we have
already achieved further milestones:
•
Customers: our customers are our priority, as our employees demonstrate every day. In
addition, we support international culinary events. As the rise in the willingness to
recommend our company (+10 percentage points in the Net Promoter Score compared with
financial year 2020/21) shows, our strategy is working.
•
Stores: we continued to roll out our volume-based ‘buy more, pay less’ pricing model
(>120,000 articles since October 2022).
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
7

•
Delivery: we have again expanded our sales force (+>700 employees) and further reduced
our product range (by >400,000 articles). This has allowed us to reduce complexity and
create delivery space (+42 locations in financial year 2023/24).
•
Digital: at METRO MARKETS, we nearly doubled sales in 6 top HoReCa countries, which
generate 60% of our HoReCa sales. We also rolled out the DISH POS payment system in
Italy and Spain (total now 6 countries). We have developed DISH Pay and introduced it in
Germany, Italy, France and Spain.
•
Portfolio: following the acquisition of Johan i Hallen & Bergfalk (JHB) in the previous year,
we successfully acquired 2 high-performance companies that promise to deliver synergies
in our Scandinavian business: the food service distribution specialists Fisk Idag in Sweden
and Donier Gastronomie in Finland. In addition, in Caterite Food and Wineservice in Great
Britain, we found a suitable complement for Classic Fine Foods UK to allow us to operate
countrywide.
•
Sustainability: in the reporting period, 8 further photovoltaic plants were installed with a
total additional capacity of 22,122 kWp.
These measures are paying off: with sales growth of 6%1, we reached the upper half of the
outlook range in financial year 2023/24. Adjusted EBITDA declined by €67 million in line with
expectations. The reasons are the continuous transformation requirements in wholesale,
persistent cost pressure and the expiry of post-transaction effects. As described above, we
currently focus in particular on productivity. In financial year 2023/24 alone, we increased
productivity by 5%, especially by optimising our wholesale locations. We want to intensify our
efforts in financial year 2024/25 and have initiated the corresponding measures.
The progress made regarding the strategic key performance indicators also speaks for itself:
•
We have never been so wholesale: 76% of sales generated with strategic customers (versus
66% before implementing sCore), 24% own-brand sales share (versus 17% before
implementing sCore); 97% stock availability (versus 95% before implementing sCore)
•
We have never been so FSD: 26% food service distribution sales share (versus 17% before
implementing sCore)
•
We have never been so digital: 14% digital sales share (versus 6% before implementing
sCore)
The reported earnings per share (EPS) are €−0.33 (2022/23: €1.21). The previous year’s
earnings were to a significant extent influenced by the sale of part of the METRO Campus, the
sale of the Indian business and non-cash currency effects in the net financial result. In
accordance with our dividend policy (payout ratio of 45% to 55% of EPS), the Management
Board and the Supervisory Board propose to the Annual General Meeting not to pay a dividend
for financial year 2023/24.
We managed to refinance METRO on attractive terms this year. In February 2024, we
successfully placed a bond of €500 million with a term of 5 years, followed by a promissory
note loan of €300 million at the beginning of October 2024. As a result, METRO’s financing
remains on a solid footing and the company has sufficient liquidity reserves.
We expect a total sales growth of 3% to 7% for financial year 2024/25. Operating performance
continues to face rising costs, which we aim to control with our productivity measures.
Accordingly, we expect adjusted EBITDA to increase slightly. We can see that our sCore
strategy is working. However, we are faced with major cost-related challenges in this regard.
Transformation costs of up to €150 million are planned for this purpose in financial year 2024/
25. We are taking this step in order to achieve our sCore targets for 2030.
Currency- and portfolio-adjusted.
1
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
8

None of this would be possible without the tireless efforts of our employees. We are working
with a great deal of commitment as ONE METRO. Together, we will achieve the targets we have
set for ourselves by 2030. We are doing what we do best – multichannel wholesale. Dear
shareholders, we sincerely thank you for your support.
Yours truly,
Dr Steffen Greubel
Chairman of the Management Board of METRO AG
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
9

THE MANAGEMENT BOARD
DR STEFFEN GREUBEL
Chairman of the Management Board
AREAS OF RESPONSIBILITY
METRO Germany, METRO France, Corporate Communications,
Corporate Office, Corporate Responsibility & Public Policy, Investor
Relations, M&A | Legal & Compliance, IT Security, Strategy &
Transformation, DISH Digital Solutions, METRO MARKETS, METRO
PROPERTIES.
GUILLAUME DERUYTER
Chief Customer & Merchandise Officer
AREAS OF RESPONSIBILITY
Customer & Sales, E2E Supply Chain Management, Food Service
Distribution (incl. Aviludo, Classic Fine Foods, Johan i Hallen &
Bergfalk (JHB), Pro à Pro, Pro a Pro Spain, R Express), Global
Procurement, Global Quality Assurance, Multichannel Network
Transformation, Retail Franchise, METRO ADVERTISING, METRO
SOURCING International.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
10

CHRISTIANE GIESEN
Chief Operating Officer and Labour Director
AREAS OF RESPONSIBILITY
METRO Austria, METRO Bulgaria, METRO Croatia, MAKRO Czech
Republic, METRO Hungary, METRO Italy, METRO Kazakhstan,
METRO Moldova, MAKRO Netherlands, METRO Pakistan, MAKRO
Poland, MAKRO Portugal, MAKRO Spain, METRO Romania, METRO
Russia, METRO Serbia, METRO Slovakia, METRO Turkey, METRO
Ukraine, Regional People & Culture Operations, Global Talent &
Organisational Development, People & Culture Management and
Services, Transformation & Change, METRO Campus Services,
METRO LOGISTICS.
ERIC RIEGGER
Chief Financial Officer
AREAS OF RESPONSIBILITY
Corporate Accounting, Corporate Controlling, Corporate Tax,
Corporate Treasury, METRO Global Solution Centre, Group Internal
Audit | Group Risk Management, METRO DIGITAL, METRO Financial
Services, METRO Insurance Broker, MIAG.
•
More information about the members of the Management Board (including curricula vitae
and terms of appointment) can be found on the website www.metroag.de/en in the
section About us – Management Board.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
11

REPORT OF THE SUPERVISORY BOARD
METRO celebrated its 60th birthday this year, and the many messages of congratulation we
received from our customers, from the business world and from political figures are testimony
to the value of what we have built over the last 6 decades. The group-wide implementation of
our sCore strategy, with its consistent wholesale orientation and multichannel approach,
resulted in positive sales development once again this financial year, generating growth across
all regions and sales channels. METRO posted sales growth of 6% in the outlook view with an
increase in total sales to €31 billion. The ongoing transformation requirements in the wholesale
business, persistent cost pressures and the expiry of post-transaction effects meant that
adjusted EBITDA came to €1,058 million.
A challenging economic landscape is to be expected again in the coming financial year. The
Management Board will continue to drive sales growth and improve cash flow by boosting
efficiency and productivity. To signal our focus on this goal, we streamlined our Management
Board back in June and reorganised responsibilities so that all Board departments received
additional operational functions. CEO Dr Steffen Greubel took on responsibility for METRO
France in addition to METRO Deutschland. CFO Eric Riegger, who joined the Management
Board of METRO AG in February, now also has overall responsibility for IT (METRO DIGITAL).
Christiane Giesen has taken on the COO function alongside her role as Labour Director, and the
new member of the Management Board Guillaume Deruyter is responsible for the CCMO
department. We would like to thank Claude Sarrailh and Rafael Gasset, who have left the
Management Board, for the valuable work they have done for the company.
I would also like to take this opportunity to say farewell to Xaver Schiller, the long-standing
member and Vice Chairman of the Supervisory Board, and Prof. Dr Edgar Ernst, the former
Chairman of the Audit Committee. They both have a long association with the Supervisory
Board of METRO AG and I offer them my sincere thanks on behalf of the entire Supervisory
Board for their dedication and constructive approach.
Finally, my thanks go to you, our shareholders, for believing in us during these turbulent
economic times and for your confidence in the lasting success of our transformation.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
12

JÜRGEN STEINEMANN
Chairman of the Supervisory Board
•
More information about the Chairman of the Supervisory
Board and the other members of the Supervisory Board can be
found on the website www.metroag.de/en in the section
About us – Supervisory Board.
Advice and supervision in consultation with the Management
Board
In financial year 2023/24, the Supervisory Board performed the duties imposed on it by law, the
Articles of Association and the Code of Procedure. We advised the Management Board in
relation to the management of METRO AG and the group and supervised its activities. The
Management Board has provided us with detailed written and verbal information on all
significant matters within METRO at the Supervisory Board meetings and on other occasions in
a timely manner and in accordance with the statutory requirements. Its reporting in particular
included information on current business developments, on the intended business policies and
other fundamental concerns relating to corporate planning as well as information about the
situation of the company and the group (including the risk position, risk management and
compliance). The Management Board provided explanations for any deviations from planned
business performance. We have given our approval for individual business transactions, if it was
required by law, the Articles of Association or internal regulations. Since no matters requiring
clarification arose, we did not make use of the Supervisory Board’s rights of inspection and
audit pursuant to § 111 Section 2 Sentences 1 and 2 of the German Stock Corporation Act (AktG).
Managers from the relevant departments or subsidiaries of METRO attended Supervisory Board
meetings to address particular agenda items.
As the Chairman of the Supervisory Board, I also worked especially closely with the Chief
Executive Officer, Dr Steffen Greubel, but also the other members of the Management Board,
outside of meetings and regularly exchanged information with regard to key issues and pending
decisions. I was in contact with the members of the Supervisory Board outside of meetings. In
our capacity as committee chairmen, Willem Eelman and I also reported on the work and
recommendations of the respective committees at the subsequent Supervisory Board meeting.
In so-called closed sessions, the members of the Supervisory Board regularly exchanged views
without the participation of the members of the Management Board. As was customary in the
past, both the shareholder and employee representatives on the Supervisory Board of
METRO AG discussed relevant agenda items in separate pre-meetings.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
13

Changes in the composition of the Supervisory Board and the
Management Board
The terms of office of Prof. Dr Edgar Ernst, Roman Šilha, Stefan Tieben and myself ended at the
close of the Annual General Meeting of METRO AG on 7 February 2024. Roman Šilha, Stefan
Tieben and myself were elected by the Annual General Meeting for a further term of office,
although my term of office was limited to 1 year at my own request. Prof. Dr Edgar Ernst was
not available for another office term. By appointment by the Annual General Meeting, he was
succeeded by Willem Eelman as new shareholder representative on the Supervisory Board.
Xaver Schiller, the previous Vice Chairman of the Supervisory Board, resigned from the
Supervisory Board at the end of financial year 2023/24. Manuela Wetzko joined the Supervisory
Board to replace him as his elected alternate member. The Supervisory Board subsequently
elected Paul Loyo as the new Vice Chairman of the Supervisory Board at the beginning of
October 2024.
Effective 1 February 2024, we appointed Eric Riegger to the Management Board as Chief
Financial Officer (CFO). In June 2024, we then reduced the size of the Management Board of
METRO AG from 5 to 4 members. Moreover, all Board departments received additional
operational functions. This is intended to further increase the efficiency of the Management
Board’s work in the course of implementing sCore. In the course of this, the appointment of
Rafael Gasset was terminated by mutual agreement and his responsibilities as Chief Operating
Officer were transferred to Christiane Giesen, who assumed this role additionally to her function
as Labour Director. Claude Sarrailh (Chief Customer & Merchandise Officer) had already
indicated at an early stage that he was no longer interested in prolonging his contract, which
was due to expire at the end of 2024. His appointment was therefore also terminated by mutual
agreement. As his successor, we appointed Guillaume Deruyter, who was already responsible
for the Food Service Distribution (FSD) cluster as Executive Vice President, to the Management
Board. In addition to METRO Deutschland, CEO Dr Steffen Greubel also assumed responsibility
at country level for METRO France, and Eric Riegger assumed responsibility for METRO DIGITAL
alongside his existing functions.
Main topics of the Supervisory Board meetings and resolutions
The Supervisory Board held a total of 6 meetings in financial year 2023/24, of which 1 was
convened as an extraordinary meeting. Moreover, 1 resolution was passed in a written
procedure outside a Supervisory Board meeting. In every ordinary meeting, the Supervisory
Board received a detailed status update on the current business developments in the group, in
particular on financial reporting during the year. As part of this, the Management Board
informed us about the progress of implementing the sCore corporate strategy. It also reported
to us regularly on the status of significant projects at METRO and on changes in top
management. In addition to these regular topics, the Supervisory Board dealt with the following
topics in the past financial year:
November 2023 – At this meeting, Eric Riegger introduced himself to the full Supervisory Board
as a candidate for the CFO position and was appointed as a member of the Management Board
effective 1 February 2024. In the course of the country deep dive, the Supervisory Board
received an update on the business development of METRO Deutschland and approved the
extension of lease agreements for a portfolio consisting of 31 METRO Deutschland locations, as
well as the associated gross investments. The Supervisory Board addressed the strategic
alignment of METRO LOGISTICS and was informed about the current status of the project for
enhancing the technology structure and governance at METRO. The Supervisory Board also
received an update on sustainability and discussed the annual report on governance functions
in the group. With regard to Management Board remuneration, the Supervisory Board passed a
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
14

resolution on the individual performance factors of the short-term incentive for financial year
2022/23 for the individual members of the Management Board as well as the amount of the
variable remuneration components to be granted for financial year 2022/23. Furthermore,
resolutions on the Corporate Governance Statement and the 2022/23 report of the Supervisory
Board were passed.
December 2023 – At the beginning of the meeting, Willem Eelman – the candidate
recommended by the Nomination Committee for initial appointment to the Supervisory Board –
introduced himself. When it was informed about current business developments, the
Supervisory Board received a country deep dive on MAKRO Czech Republic. Afterwards, the
annual financial statements were reviewed and discussed. The Supervisory Board passed a
resolution on the acknowledgement or approval of the annual financial statements, the
consolidated financial statements, the combined management report for METRO AG and the
group, including the non-financial statement, the report of the Management Board on the
company’s relationships with affiliated companies (dependency report) and the corresponding
audit reports of the auditor. The Supervisory Board also adopted the remuneration report that
was jointly prepared with the Management Board and subsequently submitted to the Annual
General Meeting in February 2024 for approval. Furthermore, we adopted a resolution on the
proposed resolutions for Annual General Meeting 2024 of METRO AG. As a precautionary
measure, we also passed a resolution to engage a law firm to handle any legal action against
resolutions of the Annual General Meeting. With regard to the METRO project environment, the
Management Board provided a further update on the projects to enhance the technology
structure and governance at METRO, and to modernise and standardise financial processes and
systems. The Supervisory Board also resolved amendments to the Code of Procedure of the
Supervisory Board and the schedule of responsibilities of the Management Board.
February 2024 – At its meeting on the day prior to the Annual General Meeting, the
Supervisory Board again received information about the current status of the project to
enhance the technology structure and governance at METRO, and on the further
implementation planning. At the same time as a further amendment to the schedule of
responsibilities for the Management Board was implemented, the Supervisory Board resolved
the specific total target remuneration for financial year 2023/24 for Eric Riegger and discussed
his strategic targets for the short-term incentive. Subject to the election of the auditor by
Annual General Meeting 2024, the Supervisory Board passed a resolution on the audit
assignments of the auditor for financial year 2023/24.
In a written procedure directly following the Annual General Meeting, the Supervisory Board
again elected me as its Chairman and made appointments to the committees. As part of this
procedure, the shareholder representatives on the Supervisory Board passed a resolution on
the assessment of the independence of its members.
May 2024 – At an extraordinary meeting, the Supervisory Board approved optional location-
specific lease extensions for a range of METRO Deutschland locations. These were part of the
portfolio of locations that was already the subject of a Supervisory Board resolution in
November 2023. Personnel matters relating to the Management Board were also resolved: the
appointment and employment contract of Claude Sarrailh were terminated by mutual
agreement and the Supervisory Board resolved to appoint Guillaume Deruyter as Chief
Customer & Merchandise Officer as his successor, and approved the corresponding employment
contract. The appointments and employment contracts of Rafael Gasset and Christiane Giesen
were also terminated by mutual agreement, and at the same time, Christiane Giesen was
appointed for a further term of 5 years. The Supervisory Board approved the conclusion of a
new employment contract with amended total target remuneration to reflect her additional
responsibility as Chief Operating Officer. The Supervisory Board subsequently resolved the
resulting amendments to the schedule of responsibilities of the Management Board.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
15

June 2024 – The main focus of the 2-day strategy meeting in Rome was the implementation
status of the sCore corporate strategy at the national subsidiaries, in particular with regard to
the main components (i) wholesale focus, (ii) multichannel customer experience and (iii)
network optimisation. Potential modifications to the strategy in certain countries to strengthen
profitability as well as productivity were also discussed. The management of METRO Italy
presented the status of its sCore development with a clear focus on HoReCa customers. The
Supervisory Board approved further expenditures for the project to modernise and standardise
financial processes and systems, and resolved the target achievement for tranche 2020/21 of
the long-term variable remuneration of the Management Board. The new Chief Transformation
& Strategy Officer also provided an updated overview of the general METRO project
environment, and the Supervisory Board discussed succession planning in the Management
Board.
September 2024 – The scheduled topic of the meeting was the approval of the budget and
medium-term planning. The Supervisory Board also received an update on METRO Russia in the
form of a country deep dive. In addition, the Supervisory Board resolved to modify the
engagement of the auditor to audit the remuneration report, confirmed the diversity concepts
for the Management Board and the Supervisory Board and resolved the declaration of
conformity pursuant to § 161 of the German Stock Corporation Act (AktG). With the support of
the independent remuneration consultants Willis Towers Watson, the Supervisory Board
examined and confirmed the horizontal and vertical appropriateness of the remuneration of the
members of the Management Board. The Supervisory Board was also informed about the status
of the variable remuneration components for financial year 2023/24. Following this, the
individual total target remuneration for financial year 2024/25 and the financial STI and LTI
performance targets of the members of the Management Board were defined, and the strategic
STI targets of the entire Management Board and the individual members of the Management
Board were discussed.
Work in the Committees
For the purpose of effectively performing its duties, the Supervisory Board relies on the work of
4 committees: the Presidential Committee, the Audit Committee, the Nomination Committee
and the Mediation Committee pursuant to § 27 Section 3 of the German Co-determination Act
(MitbestG). The committees prepare the consultations and resolutions in the Supervisory Board
meetings. In addition, also decision-making responsibilities were transferred to the committees
within the legally allowed parameters. The respective chairmen of the committees report to the
Supervisory Board regularly with regard to the work in the committees. Guests such as
managers from the responsible departments and subsidiaries of METRO or the auditors were
invited to the committee meetings to discuss specific topics.
Presidential Committee – The Presidential Committee is mainly concerned with the personnel
and remuneration issues of the members of the Management Board and monitors compliance
with legal regulations and the application of the German Corporate Governance Code. In
addition, the Presidential Committee is responsible for urgent resolutions and issues that the
Supervisory Board has delegated to it for resolution. The Presidential Committee held
5 meetings in financial year 2023/24; 1 of the meetings was convened as an extraordinary
meeting. The discussions and resolutions in financial year 2023/24 focused on changes in the
Management Board and the corresponding contractual issues: at the beginning of the financial
year, the committee addressed the appointment of Eric Riegger as a member of the
Management Board for the position of Chief Financial Officer, and made a corresponding
proposal for resolution to the Supervisory Board. At the extraordinary meeting in May 2024, the
committee prepared the reduction in the number of members of the Management Board, with
changes in the appointments to the Management Board and the areas of responsibility of the
individual members of the Management Board, and made corresponding proposals for
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
16

resolution to the Supervisory Board. In addition, the Presidential Committee reviewed the
horizontal and vertical appropriateness of the remuneration of the members of the
Management Board and prepared the resolutions of the Supervisory Board for Management
Board remuneration for 2023/24 and 2024/25. Further issues addressed by the Presidential
Committee included corporate governance at METRO, especially the preparation of the
declaration of conformity in accordance with § 161 of the German Stock Corporation Act (AktG),
as well as the Corporate Governance Statement. The committee also addressed the
remuneration report. Long-term succession planning on the Management Board was one of the
regular topics of discussion in the committee.
Audit Committee – The Audit Committee is in particular responsible for supervising the
company’s accounting, accounting processes, the effectiveness and development of the internal
control systems, the risk management system, the internal audit system, the audit of the annual
financial statements (in particular relating to the selection and independence of the auditor, the
audit strategy and planning, the quality of the audit and any additional services provided by the
auditor) and the financing strategy as well as compliance.
The Audit Committee convened 6 times in financial year 2023/24 and adopted 1 resolution
outside the meetings. The Management Board was represented by the Chairman of the
Management Board and the Chief Financial Officer. Representatives from the METRO
departments were available at the meetings to discuss specific topics. The auditor participated
in discussions on agenda items that were relevant to the audit of the financial statements, and
the committee frequently discussed issues with the auditor without the Management Board
being present. The Chairman of the Audit Committee frequently and closely communicated
with the Chairman of the Supervisory Board and with the Management Board, especially with
the Chief Financial Officer, outside the meetings to exchange information and ideas on
important topics and upcoming decisions. To support this, there were also frequent one-on-one
discussions with the auditor and the heads of various METRO departments.
The Audit Committee prepared the meeting of the Supervisory Board and reviewed the annual
and consolidated financial statements for financial year 2022/23, the combined management
report of METRO AG and the group for financial year 2022/23, including the combined non-
financial statement contained in the combined management report, as well as the report of the
Management Board on relationships with affiliated companies. The auditor reported on the
results of the audits and was available to answer additional questions and provide information
in the absence of the Management Board. In the presence of the auditor, the committee also
discussed the results of the audit and recommended to the Supervisory Board to approve the
annual and consolidated financial statements for financial year 2022/23. The Audit Committee
also decided to recommend to the Supervisory Board that they should suggest to Annual
General Meeting 2024 to elect KPMG AG Wirtschaftsprüfungsgesellschaft as auditors for
financial year 2023/24. Following Annual General Meeting 2024, the members of the Audit
Committee elected Willem Eelman as the successor to Prof. Dr Edgar Ernst, who had resigned,
as Chairman of the Audit Committee, in a written procedure.
Before publication in each case, the members of the Audit Committee discussed in detail the
quarterly statements for the first and third quarters and the half-year financial report for
financial year 2023/24 in the presence of the auditor.
Furthermore, the Audit Committee prepared the issuance of the audit engagements for
financial year 2023/24 and addressed the auditor’s audit planning and areas of emphasis. In line
with the recommendation in the German Corporate Governance Code, the committee also
discussed the assessment of the audit risk, the audit strategy and the audit planning as well as
the areas of emphasis. In addition to ensuring the independence of the auditor, it also
supervised the quality of the audit by surveying committee members and representatives of the
internal finance organisation and by examining the auditor’s quality report. The committee
addressed the governance functions in the group (internal control systems, risk management
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
17

system, internal audit and compliance), group tax planning and the Internal Audit unit’s audit
planning. The Audit Committee was also informed about the awarding of donations and the
capital market’s perspective on METRO. In August and September, the focus of the Audit
Committee was on preparing the resolutions for the 2024/25 budget planning. It also
frequently addressed the non-audit services of the auditor, received an update on financial
reporting standards and prepared the engagement of the auditor by the Supervisory Board for
the modified audit of the remuneration report. The committee was also frequently updated
about the cybersecurity situation and was informed about the current status of the project to
enhance the technology structure and governance at METRO.
Nomination Committee – The Nomination Committee prepares for the election of shareholder
representatives to the Supervisory Board and proposes suitable candidates to the Supervisory
Board for recommendation to the Annual General Meeting. In financial year 2023/24, a total of
2 committee meetings were held for the purpose of preparing election proposals to the Annual
General Meeting for 2024 and 2025.
Mediation Committee – In financial year 2023/24, the Mediation Committee established in
accordance with § 27 Section 3 of the German Co-determination Act (MitbestG) did not have to
be convened.
Meeting format and individual attendance at meetings
In financial year 2023/24, 1 meeting of the Supervisory Board and 1 meeting of the Audit
Committee were held as hybrid meetings, and 1 meeting of the Presidential Committee was
held virtually. The other meetings were held as in-person meetings, although we also generally
offer the option of virtual participation via telephone or video conference if physical attendance
is not possible for any of the members. The average attendance rate at meetings of the
Supervisory Board and its committees in financial year 2023/24 was 94%. Attendance at
meetings is disclosed for each member in the following. Only those meetings that took place
during the respective membership on the Supervisory Board or committee are listed.
Members
Supervisory
Board
Presidential
Committee
Audit
Committee
Nomination
Committee
Total
in %
Jürgen Steinemann (Chairman)
6/6
5/5
6/6
2/2
100
Xaver Schiller (Vice Chairman)
6/6
5/5
4/6
–
88
Marco Arcelli
5/6
–
–
–
83
Gwyn Burr
5/6
–
–
2/2
88
Jana Cejpková
6/6
–
–
–
100
Willem Eelman, since 7/2/2024
3/3
–
3/3
–
100
Prof. Dr Edgar Ernst, until 7/2/2024
3/3
2/2
3/3
–
100
Sabine Gatz
5/6
–
–
–
83
Michael Heider
6/6
–
–
–
100
Udo Höfer
6/6
–
–
–
100
Arlind Idrizi
6/6
–
–
–
100
Paul Loyo
6/6
5/5
6/6
_
100
Heidi Müllenberg
6/6
–
–
–
100
Klaus Pollmann
6/6
–
6/6
–
100
Roman Šilha
4/6
3/5
4/6
2/2
68
Eva-Lotta Sjöstedt
4/6
–
–
–
66
Marek Spurný
6/6
–
–
–
100
Stefan Tieben
6/6
–
6/6
–
100
Georg Vomhof, Presidential Committee since 7/
2/2024
6/6
3/3
–
–
100
Manfred Wirsch
6/6
–
5/6
–
92
Silke Zimmer
6/6
5/5
–
–
100
Attendance rate (total)
94
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
18

Corporate Governance
In September 2024, the Management Board and the Supervisory Board of METRO AG issued
their annual declaration of conformity with regard to the recommendations of the Government
Commission on the German Corporate Governance Code pursuant to § 161 of the German Stock
Corporation Act (AktG). The declaration of conformity is permanently published on the website
www.metroag.de/en in the section About us – Corporate Governance. Further information on
METRO’s corporate governance can be found in the Corporate Governance Statement, which
has also been published on the website www.metroag.de/en in the section About us –
Corporate Governance.
The Supervisory Board held 1 training event in financial year 2023/24. The subject was ‘Artificial
Intelligence and its impacts on METRO’. In addition, there were individual onboarding events for
the newly elected Chairman of the Audit Committee with both the Chairman of the Supervisory
Board and with members of the Management Board and managers from departments relevant
for the Audit Committee.
The members of the Supervisory Board are required to disclose any conflicts of interest without
delay. No such conflicts of interest arose in financial year 2023/24.
Annual and consolidated financial statements, report on
relationships with affiliated companies 2023/24
The auditor KPMG AG Wirtschaftsprüfungsgesellschaft has reviewed the annual financial
statements prepared by the Management Board in accordance with the German Commercial
Code (HGB) and the consolidated financial statements prepared by METRO AG based on the
International Financial Reporting Standards (IFRS). It also reviewed the combined management
report for METRO AG and the group for financial year 2023/24 as well as the remuneration
report prepared by the Management Board and the Supervisory Board pursuant to § 162 of the
German Stock Corporation Act (AktG) and issued an unqualified audit certificate. The auditor
also issued an unqualified certificate about the combined non-financial statement contained in
the combined management report as a result of his audit to provide limited assurance. The
auditor provided a written report on these audits.
In accordance with § 312 of the German Stock Corporation Act (AktG), the Management Board
of METRO AG has prepared a report on the company’s relationships with affiliated companies
for financial year 2023/24. The auditor has also audited this report, reported the result of the
audit in writing and issued the following opinion:
‘Following our audit and review in accordance with professional standards, we confirm that
1.
the factual disclosures in the report are correct,
2.
the Company´s consideration with respect to the legal transactions listed in the report was
not inappropriately high.’
This report, the documents for the financial statements, including the combined non-financial
statement, as well as the audit reports were discussed and reviewed in great detail during the
meeting of the Audit Committee on 5 December 2024 and in the Supervisory Board meeting on
6 December 2024 in the presence of the auditor. The required documents were distributed to
all members of the Audit Committee and the Presidential Committee as well as the Supervisory
Board in due time prior to these meetings. In all mentioned meetings, the auditor reported
about the key findings of his audits and was at the Supervisory Board’s disposal to answer
questions and provide additional information, even in the absence of the Management Board.
The auditor also provided information on services rendered in addition to auditing services. No
issues resulting in a disqualification due to bias arose.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
19

Based on our own review of the annual financial statements, the consolidated financial
statements and the combined management report, including the combined non-financial
statement, as well as the report of the Management Board on relationships with affiliated
companies for financial year 2023/24, we had no objections and the Supervisory Board
approved the result of the audit. As recommended by the Audit Committee, we approved the
annual financial statements and the consolidated financial statements submitted by the
Management Board. The Annual Financial Statements of METRO AG are thus adopted. After our
own careful review and in consideration of the interests to be taken into account, we agree to
the Management Board’s proposal to Annual General Meeting 2025 on the appropriation of the
balance sheet profit. As a result, we have also determined that there are no objections to be
raised against the declaration of the Management Board at the end of the report on
relationships with affiliated companies 2023/24.
Düsseldorf, 6 December 2024
The Supervisory Board
Jürgen Steinemann
Chairman
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
20

METRO SHARE
Performance of the METRO share
In financial year 2023/24, stock markets demonstrated stable performance despite global
challenges, including persistent cost inflation pressures and geopolitical uncertainties. The
SDAX rose sharply until June to more than 15,200 points, but lost several percentage points by
the end of the financial year.
The performance of the METRO share experienced fluctuations due to both internal and
external factors. Following the Annual General Meeting in February 2024, the share price
reflected the dividend payment of €0.55 per ordinary share for financial year 2022/23. Cost
inflation and market-driven challenges, including a softer summer season in the HoReCa sector,
contributed to further volatility in the months that followed.
METRO’s performance compared with its competitors varied regionally. Whereas European
companies faced similar challenges, the stronger performance of companies in other regions,
especially the USA, ensured that the peer group index performed better than the METRO share.
On 30 September 2024, METRO’s ordinary share closed at €4.87, representing a 25% decline
from the previous year.
Development of the METRO ordinary share (indexed)
1
Bidcorp, Eurocash Group, Marr, Performance Food Group, Sligro, Sysco, US Foods
METRO share
2022/23
2023/24
Closing price
Ordinary share
€
6.53
4.87
Preference share
€
6.70
5.20
High
Ordinary share
€
9.71
6.51
Preference share
€
8.95
8.00
Low
Ordinary share
€
6.17
4.08
Preference share
€
6.15
4.92
Dividends1
Ordinary share
€
0.55
0
Preference share
€
0.55
0
Market capitalisation (billion)
€
2.4
1.8
Data based on Xetra closing prices.
Source: Bloomberg.
1
Subject to the resolution of the respective Annual General Meeting.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
21

Dividend and dividend policy
The reported earnings per share (EPS) amounted to €−0.33 (2022/23: €1.21). The previous
financial year benefited from the sale of a property, the divestment of the India business, and
positive non-cash currency effects. In financial year 2023/24, there were no comparable
positive impacts. In line with METRO’s dividend policy (payout ratio of 45% to 55% of EPS), no
dividend payments are planned for the financial year 2023/24.
•
For more information, see chapter 5 takeover-related disclosures – composition of the
subscribed capital.
Shareholder structure of METRO AG
Based on information received in the context of Annual General Meeting 2024, EP Global
Commerce GmbH holds 49.99% of the voting rights of METRO AG, while Meridian Stiftung and
the Beisheim companies in total hold 24.99% (voting rights are exercised under a pooling
agreement). 25.02% of shares are in free float. These percentages refer to the total number of
ordinary shares. Notifications of voting rights in accordance with the German Securities Trading
Act (WpHG) were not received.
•
For more information about details of the pooling agreement between Meridian Stiftung
and Beisheim Holding, see chapter 5 takeover-related disclosures in the combined
management report.
The free-floating shares of METRO AG are held by a number of national and international
investors. Internationally they are mainly held by investors from North America, continental
Europe, the United Kingdom and Ireland.
Shareholder structure1
1
Based on the information made available in the context of Annual General Meeting 2024.
2
Vote on exercising voting rights under the pooling agreement.
Market capitalisation
As of the end of September 2024, METRO AG’s market capitalisation stood at €1.8 billion. In
financial year 2023/24, a typical trading day at the Frankfurt Stock Exchange saw an average of
around 147,000 of METRO’s ordinary shares traded. On average, about 2,100 of the significantly
fewer liquid preference shares were exchanged on each trading day.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
22

Analysts’ recommendations
In financial year 2023/24, 10 analysts regularly covered the METRO share and published their
reports. The number of active analysts continued to be above the SDAX average. At the end of
the reporting period, 2 analysts recommended buying the shares, 4 analysts recommended
holding the METRO share and 4 analysts recommended selling the share. The median share
price target as of the end of September 2024 was €5.45 (end of September 2023: €8.00).
•
More information about the METRO share can be found on the website www.metroag.de/
en in the section Investors – Shares.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
23

METRO
•
sCore growth strategy: Implementation of the long-term strategy with high growth
ambitions through 2030 defined for the group as well as for the METRO countries and
delivery specialists2.
•
Strategic value drivers: Increasing customer value through clear wholesale alignment,
multichannel and digitalisation for professional customers with a focus on HoReCa and
Traders.
•
Strategy implementation: Wholesale transformation as a significant key enabler for the
successful implementation of sCore. Advance of multichannel business model and
digitalisation.
sCore growth strategy
METRO is implementing its sCore growth strategy, which was defined in financial year 2020/
21 and is geared towards 2030. sCore emphasises the group’s exclusive focus on wholesale. The
ambitious endeavour until 2030 encompasses more than €40 billion for sales and more than
€2 billion for earnings (EBITDA).
Long-term growth in out-of-home consumption and the highly fragmented competitive
environment provide the external conditions for our sales and earnings targets. From an
internal perspective, we see great growth potential in a strong expansion of our HoReCa
delivery business, the digital sales share with goods and services and our traditional wholesale
business. Our different channels and services are closely interwoven. With regard to sales and
costs, they complement each other synergistically and do not compete with each other. By
2030, we want to grow our market share by significantly expanding our role as a leading
international food wholesaler. To achieve this aspiration, we want to triple our delivery sales,
increase sales in wholesale stores by more than 20% and grow the sales of our online
marketplace METRO MARKETS to more than €1.5 billion compared to base financial year
2020/21.
GOALS AND STRATEGY
In the remaining part of the chapter, the term ‘countries’ includes our delivery specialists (Classic Fine Foods, Pro à Pro, R Express, Aviludo,
Pro a Pro Spain and Johan i Hallen & Bergfalk), unless the delivery specialists are explicitly differentiated.
2
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
24

Strategic value drivers
•
Wholesale value proposition: The sCore strategy streamlines the goods and services
business exclusively towards wholesale. HoReCa and Traders are our core customer groups.
METRO has a wide reach in both customer groups and strives to maximise its customer
potential through high customer retention. By 2030, we want to generate more than 80% of
sales with our core customer groups. To achieve this goal, we are significantly improving
our value proposition for our target customers as part of our sCore implementation in order
to further differentiate ourselves from the competition. In addition to a product range
explicitly tailored to professional customer needs with a focus on increasing the share of
own brands, we use tiered pricing to reflect our wholesale focus even more strongly than
today in our price positioning. We will also ensure the highest possible product quality and
availability as well as product, quantity and delivery reliability for the delivery business. To
increase our productivity, we are reducing the product range in specific product groups
that do not address the needs of our core customers.
•
Multichannel: The delivery business recorded strong growth again in financial year 2023/24.
We are continuing to strongly expand the delivery channel and our delivery expertise to
continuously increase the delivery sales share. This will allow us to address the channel
preferences of our customers better than before. Furthermore, we are opening up access to
customer groups who only want delivery, such as in the communal catering sector. By
combining the pick-up and delivery business, we serve the different needs of our customers
in the best possible way. The online marketplace METRO MARKETS complements our
delivery solution to include non-food products with a focus on the needs of HoReCa
customers.
In order to increase customer loyalty and to better tap into customer potential, we are
further optimising our sales processes and expanding customer support through the sales
force. In financial year 2023/24, we created more than 700 new sales positions, nearly as
many as in the previous year, thus enabling us to offer our customers the most efficient and
best possible shopping experience across all channels. Similarly, we are continuing to
improve the digital customer experience and strongly promoting the use of our digital
ordering platform M-Shop as well as the METRO Companion app, which integrates our sales
channels. The digital sales share is expected to grow to at least 40% by 2030. In addition,
the increasing marketing of digital solutions for the hospitality industry will contribute to
this growth. This is not only highly significant in the sCore strategy in terms of increasing
customer retention. The digital solutions also support the shift from a transactional to a
service-oriented and partnership-based business relationship with our customers.
•
Network optimisation: The cash-and-carry wholesale is the origin of our business and the
root of our success. Wholesale stores continue to be pivotal. Their role is increasingly
changing from a pure pick-up store to a multichannel fulfilment centre that ensures the
fastest and most efficient fulfilment of needs across multiple channels. Accordingly,
wholesale stores will be gradually integrated into the delivery network. Depending on the
location as well as the market and customer structure, we are adding dedicated delivery-
only locations to the existing network in order to realise our sales ambition in the delivery
business.
•
New business models: sCore also includes the development and scaling of new business
models with the goal of acquiring additional segments as customers within our core
customer groups HoReCa and Traders. For example, the focus in the Traders segment is on
convenience solutions and the expansion of our franchise models. In the HoReCa segment,
the focus is on business models tailored to internationally operating key account hospitality
customers.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
25

STRATEGY IMPLEMENTATION
Our countries continue to play a key role in the successful implementation of our strategy. All
countries and delivery specialists have aligned their local strategy with the content and
ambition of sCore until 2030. As part of a review process, the respective strategies were
confirmed by the national subsidiaries in financial year 2023/24. We have further bolstered the
delivery business portfolio with the acquisitions of Caterite (Great Britain), Donier Gastronomie
(Finland) and Fisk Idag (Sweden).
The successful sCore implementation requires a cultural change, which we are supporting with
a transformation programme. As part of this ‘wholesale transformation’, we are also
reorganising the collaboration between the countries and the central functions. The objective of
the transformation is to realise synergies wherever this is possible from a business and
operational point of view. Responsibility for strategy implementation continues to be locally
manifested.
In an effort to provide the best possible support for the local strategy implementation by the
group headquarters, we have analysed the sCore strategies of the countries to identify common
initiatives and priorities. The operationalisation of the strategy is continuously tracked through
a key figure system that reflects the strategic value drivers (cf. table ‘sCore key figure system’).
To achieve our sCore multichannel ambition for the wholesale and delivery business, we have
updated the detailed network plan that all countries developed as part of the strategy
development. Except for the local sales ambition, the network target vision takes capacity
requirements and productivity targets into account. Based on these parameters, we are able to
target investments in wholesale stores, delivery depots and warehouses/transhipment points.
The METRO MARKETS online marketplace is operational in 6 countries. This footprint highlights
the strategic importance of METRO MARKETS for the multichannel approach as well as for
digitalisation. In the course of the annual strategy review, we have adjusted the growth plan of
METRO MARKETS and the sales target to €1.5 billion (originally: €3 billion). METRO offers
HoReCa customers a comprehensive system consisting of various digital tools with the wide
range of DISH solutions.
sCore key figure system
Strategic value driver
Key figure
Ambition 2030
Wholesale value proposition
Strategic customer sales share (%)
>80%
Wholesale value proposition
Own-brand sales share (%)
>35%
Wholesale value proposition
Stock availability (%)
>98%
Multichannel/network optimisation
FSD sales share (%)
>33%
Multichannel
Digital sales share (%)
40%
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
26

COMBINED
MANAGEMENT REPORT
1
Principles of the group
28
2
Economic report
62
3
Outlook report
73
4
Opportunities and risk
report
75
5
Takeover-related disclosures
87
6
Supplementary notes for
METRO AG
90
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
27

1
PRINCIPLES OF THE GROUP
1.1 Group business model
METRO is a leading international food wholesaler that does business in 33 countries. The group
is headed by METRO AG, which acts as the central management holding company. It handles
group management tasks and bundles central management and administrative functions for
METRO.
The central element of the corporate strategy is the multichannel approach, which is reflected
in the business model through dovetailing of the wholesale stores, whose sales share of
business still makes up around 74%, with the delivery business and digital solutions. This
business model is consistently aimed at professional customers: HoReCa and Traders are core
customer groups of METRO. The assortments comprise food and non-food items.
Under the brands METRO and MAKRO, the company operates the segments Germany, West,
Russia and East. In the area of Food Service Distribution (FSD), METRO maintains a strong
presence with its METRO delivery service and the delivery companies (including Classic Fine
Foods, Pro à Pro, R Express, Johan i Hallen & Bergfalk (JHB), Aviludo and Pro a Pro Spain). Out-
of-store delivery (OOS) refers to the existing METRO store network and includes METRO stores
that supply from the store as well as wholesale stores that operate their own depot in the store.
The segment Others mainly includes the DISH Digital Solutions, METRO MARKETS and METRO
PROPERTIES business units. In the digital business sector, METRO MARKETS plays a special
role with its B2B online marketplace for professional equipment for HoReCa customers.
Through this distribution channel, METRO offers non-food articles from its own product range
as well as products from third parties. DISH Digital Solutions pools the group’s digitalisation
efforts for customers from the hospitality industry and offers innovative digital solutions under
the DISH brand. METRO PROPERTIES develops, operates and markets an international real
estate portfolio. This segment also includes companies providing services in logistics, IT,
advertising and procurement.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
28

Store network by country and segment
as of 30/9/2024
Store-based
business
Food Service Distribution (FSD)
METRO
MARKETS
DISH POS
Stores
Out-of-store
(OOS)1
Depots2
Delivery companies
Countries
Countries
Germany
102
(73)
7
R Express3
x
x
France
99
(94)
18
CFF, Pro à Pro
x
x
Italy
49
(48)
2
x
x
Netherlands
17
(4)
1
x
x7
Austria
16
(15)
3
R Express
Portugal
10
(8)
7
Aviludo
x
Spain
37
(30)
4
Pro a Pro Spain
x
x
West
228
(199)
43
Caterite, JHB4
Russia
93
(87)
0
Bulgaria
11
(9)
1
Kazakhstan
6
(6)
7
Croatia
10
(7)
0
Moldova
3
(1)
0
Poland
29
(24)
2
Romania
30
(26)
0
Serbia
9
(9)
0
Slovakia
6
(6)
0
Czech Republic
13
(13)
0
Turkey
35
(21)
1
Ukraine
265
(20)
0
Hungary
13
(11)
0
Pakistan
10
(10)
13
East
201
(163)
44
CFF6
Total
624
(522)
94
6
68
1
OOS refers to the existing METRO store network and includes METRO stores that supply from the store as well as stores that operate their own depot in
the store.
2
The 20 CFF depots (segment East) as well as 2 Caterite and 6 JHB depots (segment West) are included in the total number of depots.
3
Additional R Express location: Switzerland.
4
Locations – Caterite: United Kingdom, JHB: Sweden, Finland.
5
2 stores in Ukraine (Mariupol and Kharkiv) have been excluded from the consideration of locations, as they are temporarily not operating due to the war.
6
Additional CFF locations: China, Indonesia, Japan, Malaysia, United Arab Emirates, United Kingdom, Vietnam, Singapore.
7
The POS system is called Booq in the Netherlands.
8
Additional DISH POS country: Belgium; the system is called Booq.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes

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1.2 Management system
With the sCore strategy, METRO is aligned towards long-term, profitable growth. Our primary
objective here is to increase the company value permanently. In the course of sCore, METRO
also introduced specific key figures which are used to continuously measure and review the
implementation status of the key strategic elements. At the top of the key figure system are
core key figures, which are supplemented or operationalised at subsequent levels with other
specific key figures. In addition to the management system, the remuneration system for the
Management Board is also intended to support implementation of the business strategy
through the value-oriented and long-term management of METRO which takes sustainability
aspects into account. Specifically, METRO uses the key figures described in the following for the
planning, management and control of our business activities as well as for the majority of
Management Board remuneration:
Financial key performance indicators
In line with the focus on long-term, profitable growth, total sales growth and adjusted EBITDA
are the most important key performance indicators for METRO. As such, they are crucial for
internal management and the assessment of our business development and form the core of
our guidance. In order to reflect operational performance adequately, total sales growth is
adjusted for currency effects. In addition, we consider total sales growth as a key figure
adjusted for portfolio changes, that is, adjusted for significant acquisitions and/or divestments
in the financial year. This perspective adjusted for portfolio changes also basically represents
the starting point for the guidance.
With respect to earnings, adjusted EBITDA, that is, excluding earnings contributions from real
estate transactions and transformation costs (+) or transformation gains (−), reflects the
operating efficiency of METRO in a transparent format. In the reporting period, transformation
costs only comprise non-regularly recurring expenses and gains from strategic portfolio
adjustments.
METRO has defined targets and measures to achieve those targets for total sales growth and
adjusted EBITDA that are presented in chapter 2 economic report – 2.2 asset, financial and
earnings position, and in chapter 3 outlook report.
Profit or loss for the period and earnings per share are other important key performance
indicators, which take account of depreciation, amortisation and impairment losses and the tax
and net financial result in addition to the operating result. Thereby, they allow for a holistic
assessment of METRO’s earnings position from the perspective of the shareholders.
The strategic customer sales share, the FSD sales share, the digital sales share and the own-
brand sales share are further important sales-related key figures in connection with the
implementation of our sCore strategy.
The management of METRO’s financial and asset position aims at sustainably assuring liquidity
and arranging cost-effective sources for financing requirements.
We regularly analyse the net working capital for the purpose of managing the operational
business and capital deployment.
Additionally, with regard to the appropriation of funds, we separately consider the investments
that form the foundation for METRO’s future growth, the long-term earnings performance as
well as its digitalisation and decarbonisation. Investments are defined as additions to non-
current assets (excluding financial instruments and deferred tax assets).
To our shareholders
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Notes
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We use the key figures of net debt and free cash flow to manage liquidity and capital structure.
Free cash flow represents the unrestricted funds generated throughout the financial year, which
are primarily available for redemption of borrowings, distribution of dividends or for M&A
activities.
The return indicator return on capital employed (RoCE) is used to assess the profitability of the
operational business. It measures the return on capital employed (RoCE = EBIT/average capital
employed) in a certain period and enables an assessment of performance by comparing it to
the cost of capital before taxes, which is based on capital market models. It is determined
annually at the end of the financial year.
Non-financial key performance indicators
In addition to the financial key figures presented, METRO factors selected non-financial key
figures into its management system: availability of goods, net promoter score (NPS) of
strategic customers and sustainability aspects, specifically the reduction of CO2 emissions and
the reduction of food waste. METRO has defined long-term targets in this regard that are
presented in chapter 1.3 combined non-financial statement and separately in the ESG Key
Figures Report 2023/24.
Changes to key performance indicators from financial year 2024/25
onwards
In connection with the productivity measures implemented to meet our sCore targets by 2030,
restructuring costs will be incurred, starting in financial year 2024/25, which will be adjusted for
the adjusted EBITDA key figure. In order to continue to present METRO’s performance
efficiency in a transparent and comparable manner, adjusted EBITDA will in future continue to
show earnings excluding real estate transactions and transformation costs (+)/income (−), but
transformation costs will then include not only portfolio measures, but also costs incurred in
connection with group-wide restructuring initiatives. All other most important and important
key figures will remain unchanged.
1.3 Combined non-financial statement of METRO AG
With this chapter, METRO AG fulfils its duty to produce a non-financial statement (NFS) for the
holding company, pursuant to §§ 289b to 289e of the German Commercial Code (HGB), and a
non-financial group statement, pursuant to §§ 315b to 315c in conjunction with §§ 289c to 289e
of the German Commercial Code (HGB), in the form of a combined non-financial statement. As
a separate chapter, this declaration constitutes a part of the combined management report.
Unless stated otherwise, the concepts described here apply to the entire group as well as the
holding company.
The NFS was produced in consideration of the GRI standards for corporate responsibility
reporting. The contents are not subject to statutory audits of the annual and consolidated
financial statements, but are part of a limited assurance business audit according to ISAE 3000
by KPMG AG Wirtschaftsprüfungsgesellschaft commissioned by the Supervisory Board.
•
The limited assurance report can be found at the end of the report after the independent
auditor’s report.
Business model
•
For more information about METRO’s business model, see chapter 1 principles of the
group – 1.1 group business model.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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METRO ESG strategy
The METRO ESG strategy comprises aspects related to environmental, social and corporate
governance topics which have a significant influence on our operations and which we can make
a major impact on through our business activities.
Our ESG strategy sets out 3 sustainability priorities. Climate and carbon; ethics and trust; as
well as diversity, equity and inclusion:
1.
Climate and carbon: we reduce emissions and waste in our business operations and
contribute to reducing CO2 in the food sector, for example by using renewable energy and
implementing measures to reduce food waste.
2.
Ethics and trust: we hold safe and fair working conditions in our own business operations in
high regard and promote supply chains in which business is conducted in an ethically
appropriate and transparent manner with respect to human rights and environmental
impact.
3.
Diversity, equity and inclusion: in line with the inclusive ‘ONE METRO’ culture and based on
the understanding that our employees are essential to our business, the focus is on
promoting the health and well-being of employees.
METRO’s core objective is to drive the transformation towards responsible and sustainable
business practices – within our own business operations, but also in our collaboration with our
suppliers and customers.
We regularly carry out a review of the completeness of the material non-financial matters to be
reported, the so-called materiality analysis. In doing so, we determine whether we cover the
sustainability topics which are relevant to us. In addition, we ensure that we account for
potentially changing business interests and impacts on the environment or society and that we
illustrate these matters in our NFS.
In financial year 2023/24, the material topics arising in financial year 2022/23 were reviewed
and revalidated. The members of the ESG Peer Group, METRO’s central ESG steering
committee, assessed whether the material topics identified in financial year 2022/23 were still
relevant in the reporting period, particularly in the light of our business model and the
environment in which METRO operates. Moreover, an assessment was conducted to determine
whether any new material topics should be added to the catalogue. After analysis and
discussion, the members of the ESG Peer Group, who address the most important core
functions at METRO, unanimously determined that the topics that had been identified in
financial year 2022/23 were also relevant in the reporting period and cover the non-financial
aspects ‘Environmental matters’, ‘Employee matters’, ‘Social matters’, ‘Observance of human
rights’ and ‘Anti-corruption and anti-bribery’. The topics identified or revalidated as part of the
process described and the matters of the materiality analysis are the subject of this combined
non-financial statement and meet the requirements of § 315c Section 2 of the HGB and § 289c
Section 3 of the HGB.
To our shareholders
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Notes
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METRO ANNUAL REPORT 2023/24
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ESG management
Sustainability management takes into account interdependencies between economic,
environmental, social and corporate-governance-related aspects. The Management Board of
METRO AG is involved in the work related to the topics presented here. As part of the
Commercial Board, it is regularly informed about work progress and is involved in decision-
making on a case-by-case basis. This is done by the ESG Peer Group. In addition, the long-term
component of the remuneration system for the Management Board and senior management
(below the Management Board) is coupled with the achievement of the sustainability targets of
reducing CO2 emissions and reducing food waste. The ESG Peer Group enables the top levels of
management to engage in dialogue on topics related to sustainability. This body defines the
strategic framework as well as objectives which apply throughout the group and submits them
to the Commercial Board for informational purposes or for a decision. The ESG Peer Group is
comprised of top representatives of the core functions of Corporate Responsibility & Public
Policy, M&A | Legal & Compliance, Investor Relations, Global Procurement, Global Offer
Processes & Master Data Management, Global Quality Assurance, People & Culture, Corporate
Treasury, Corporate Accounting, Corporate Controlling, E2E Supply Chain Management,
Strategy & Transformation, Group Internal Audit | Group Risk Management, Corporate
Communications and Energy Management, as well as representatives from METRO companies.
To adequately respond to the specific market and customer requirements, the METRO
companies manage the operational implementation of overarching sustainable development
goals within this framework. They are responsible for working on the relevant sustainability
issues, for defining and implementing specific targets and measures and for monitoring their
success.
METRO analyses non-financial risks along the material non-financial matters. In the reporting
period, METRO focused in particular on risks in the areas of human rights as well as
environmental and social issues in order to implement new regulatory requirements. In addition,
sustainability risks are being gradually integrated in our opportunities and risk management.
Due to the risk analyses carried out, the Management Board is able to identify, evaluate and
control deviations from the sustainability goals and the associated opportunities and risks. An
analysis of potentially reportable risks in connection with the non-financial aspects was carried
out. After applying the net method and considering the risk mitigation measures, it did not
reveal any material risks as defined in § 289c Section 3 Sentence 1 Nos. 3 and 4 of the German
Commercial Code (HGB) with a likely or definitely serious negative impact on the
aforementioned aspects. For more detailed descriptions of this system, we refer to the section
on environmental and social risks in chapter 4 opportunities and risk report.
Our stakeholders evaluate all sustainability measures implemented, for example through ratings.
These assessments by independent third parties show us progress and potential for
improvement in our actions and are thus an important motivation and management tool for us.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
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Assessment in relevant sustainability indices and rankings
Index/ranking
Rating/points
Scale
Time of publication
CDP Climate Change
B
A to F
February 2024
CDP Water Security
C
A to F
February 2024
CDP Forests
B– Palm oil
C– Soy
B– Paper
D– Cattle
A to F
February 2024
ISS ESG (Institutional
Shareholder Services)
C+ Prime Status
A+ to D–
September 2024
MSCI
AAA
AAA to CCC
July 2024
Sustainalytics
Low risk (17.9)
0 to 40+
May 2024
Disclosures pursuant to the EU Taxonomy Regulation
Sustainable business is an important element in achieving the climate and energy goals of the
European Union (EU). The EU Taxonomy Regulation3 created a common classification system to
identify sustainable economic activities in order for the EU to target investments in companies
that operate sustainably. The EU Taxonomy defines which economic activities are considered
environmentally sustainable.
The EU Taxonomy includes the following 6 environmental objectives:
1.
climate change mitigation,
2.
climate change adaptation,
3.
sustainable use and protection of water and marine resources,
4.
transition to a circular economy,
5.
pollution prevention and control,
6.
protection and restoration of biodiversity and ecosystems.
Companies that publish a non-financial statement must report on the extent to which their
economic activities are environmentally sustainable. To this end, the parts of group turnover,
capital expenditure (CapEx) and operating expenditure (OpEx) related to taxonomy-eligible
and taxonomy-aligned economic activities must be disclosed.
Economic activities that are described in the delegated acts are considered taxonomy-eligible.
They are classified as taxonomy-aligned if they contribute materially to the achievement of an
environmental objective by satisfying the technical screening criteria, do not significantly impair
the achievement of any of the other 5 environmental objectives and meet the minimum
safeguard criteria.
In the 2023/24 reporting period, disclosures on both taxonomy eligibility and taxonomy
alignment are necessary in connection with the aforementioned environmental objectives (1)
climate change mitigation and (2) climate change adaptation. Under Commission Delegated
Regulation (EU) 2023/2485, only information on taxonomy eligibility is to be reported for the
new economic activities added in 2023. The technical screening criteria for the economic
activities for the 2 aforementioned environmental objectives are specified in Annexes I and II of
Commission Delegated Regulation (EU) 2021/2139 (‘Climate Delegated Act’).
In 2023, the EU Taxonomy Regulation was also extended by Commission Delegated
Regulation (EU) 2023/2486 (‘Environmental Delegated Act’), which defines the technical
screening criteria for taxonomy-eligible economic activities with regard to the further
4 environmental objectives. In the reporting period, all economic activities listed for
Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a framework to facilitate
sustainable investment, and amending Regulation (EU) 2019/2088.
3
To our shareholders
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Combined Management Report
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METRO ANNUAL REPORT 2023/24
34

environmental objectives (3) to (6) require only information on taxonomy eligibility to be
disclosed.
The Commission Delegated Regulation (EU) 2022/1214 of 9 March 2022 amending Delegated
Regulation (EU) 2021/2139 as regards economic activities in certain energy sectors and
Delegated Regulation (EU) 2021/2178 as regards specific public disclosures for those economic
activities was published already in July 2022. Under the adopted amendment, certain atomic
energy and natural gas activities are now, under certain conditions, classified as
environmentally sustainable economic activities in accordance with the EU Taxonomy. The
METRO group itself does not carry out any activities in the fields of nuclear energy and fossil
gas generation.
METRO TAXONOMY REPORTING
In general terms, METRO’s activities within the sustainability priority climate and carbon
contribute to the achievement of the EU climate and energy targets at European as well as
global level. METRO’s climate protection target particularly addresses both climate change
mitigation and climate change adaptation.
•
Further information can be found in the section on environmental matters.
Once again in this financial year, METRO is reporting based on the requirements of Article 8 (1)
and (2) of the EU Taxonomy and Article 10 (1) of the Commission Delegated Regulation (EU)
2021/2178 of 6 July 2021 supplementing Regulation (EU) 2020/852 (‘Delegated Act to Article 8
on the content and presentation of information to be disclosed’). Accordingly, METRO as a non-
financial entity is required to disclose the parts of its group turnover, capital expenditure
(CapEx) and operating expenditure (OpEx) related to taxonomy-eligible and taxonomy-aligned
economic activities in financial year 2023/24. The determination of the values is based on the
figures reported in the consolidated financial statements, which means that the corresponding
accounting and measurement methods are applied here.
TURNOVER
The shares of taxonomy-eligible and taxonomy-aligned net turnover are determined as follows:
net turnover from products or services related to taxonomy-eligible and taxonomy-aligned
economic activities divided by total net turnover. Total net turnover for financial year 2023/24
forms the denominator of the turnover ratio and can be derived from the consolidated income
statement. Allocation of the respective turnover to the taxonomy-eligible and taxonomy-
aligned economic activities was examined through a detailed analysis of the items included in
the turnover. The sums of the identified turnover revenues of the taxonomy-eligible and
taxonomy-aligned economic activities for financial year 2023/24 form the numerator of the
2 key figures.
The economic activities related to METRO’s core business do not correspond to the
descriptions of taxonomy-eligible activities contained in the Climate Delegated Act (EU) 2021/
2139 and the Environmental Delegated Act (EU) 2023/2486. Accordingly, turnover is not
taxonomy-eligible and the requirements for taxonomy alignment are likewise not met.
CAPITAL EXPENDITURE AND OPERATING EXPENDITURE
The share of capital or operating expenditure on assets or processes associated with economic
activities that are classified as taxonomy-eligible and taxonomy-aligned is determined as
follows:
Capital expenditure KPI = share of total capital expenditure that is taxonomy-eligible or
taxonomy-aligned divided by total capital expenditure according to the EU Taxonomy
Regulation.
To our shareholders
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METRO ANNUAL REPORT 2023/24
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Operating expenditure KPI = share of total operating expenditure that is taxonomy-eligible or
taxonomy-aligned divided by total operating expenditure according to the EU Taxonomy
Regulation.
Capital expenditure is based on the additions to tangible and intangible assets during the
relevant financial year before depreciation, amortisation and any remeasurements; this also
includes additions resulting from revaluation and impairments for the relevant financial year and
excludes fair value changes. The denominator must also include additions to tangible and
intangible assets resulting from business combinations (application of IFRS (IAS 16, 38, 40,
IFRS 16)). Allocation of capital expenditure to the taxonomy-eligible and taxonomy-aligned
economic activities was examined through a detailed analysis of the items included in capital
expenditure. The sums of the identified capital expenditure of the taxonomy-eligible and
taxonomy-aligned economic activities for financial year 2023/24 form the 2 numerators of the
respective key figure.
The basis for operating expenses includes direct, non-capitalised costs related to research and
development, building renovation measures, short-term leasing, maintenance and repair. It also
includes any other direct expenses related to the day-to-day servicing of property, plant and
equipment assets by the company or third parties to whom activities are outsourced that are
necessary to ensure the continued and effective functioning of those assets. Allocation of the
respective operating expenditures to the taxonomy-eligible and taxonomy-aligned economic
activities was examined through an analysis of the items included in the operating
expenditures.
The taxonomy distinguishes between 3 different types of taxonomy-aligned capital and
operating expenditures (numerator) respectively. The numerator corresponds to the part of the
capital expenditures or operating expenditures included in the denominator that
a.
relates to assets or processes associated with taxonomy-aligned economic activities, or
b.
is part of a plan to expand taxonomy-aligned economic activities or enables the
transformation of taxonomy-eligible economic activities into taxonomy-aligned economic
activities within a predefined period, or
c.
relates to the purchase of output from taxonomy-aligned economic activities or individual
measures enabling the target activities to become low carbon or to lead to greenhouse gas
reductions provided that these measures are implemented and operational within
18 months.
As explained in relation to turnover, METRO’s core business and all related economic activities
currently fall outside the scope of the EU Taxonomy. Accordingly, it is not possible to invest in
assets or processes to expand taxonomy-aligned economic activities or to enable taxonomy-
eligible economic activities within the core business. Therefore, only capital and operating
expenditures which relate to the acquisition of products and services from taxonomy-eligible
and taxonomy-aligned economic activities or to individual measures that lead to the target
activity being carried out in a low-carbon manner or in a manner which reduces greenhouse gas
emissions (CapEx C) are considered for taxonomy eligibility or taxonomy alignment.
Taxonomy-eligible share of METRO’s total operating expenditures: currently, METRO’s total
operating expenses according to the EU Taxonomy definition amount to €278 million. With
respect to METRO’s total operating expenditure, only a small share of the expenditure can be
attributed to the EU Taxonomy operating expenditure KPI. The main parts of the expenses
included in the operating expenditure denominator, such as building maintenance and other
maintenance expenses, are not related to METRO’s core business activities. Therefore, we do
not consider the operating expenses according to EU Taxonomy to be material to METRO’s
business model. Hence, we make use of the exemption clause in Annex I of the Commission
Delegated Regulation (EU) 2021/2178 of 6 July 2021 supplementing Regulation (EU) 2020/852
by reporting the numerator of the operating expenditure KPI as 0.
To our shareholders
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METRO ANNUAL REPORT 2023/24
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SUBSTANTIAL CONTRIBUTION
The economic activities must make a material contribution to 1 of the 6 environmental
objectives to qualify as taxonomy-aligned capital expenditure. To this end, they must fulfil the
requirements defined in the technical screening criteria stipulated in the Climate Delegated
Act (EU) 2021/2139 for objectives (1) and (2) and the Environmental Delegated Act (EU) 2023/
2486 for objectives (3) to (6). The environmental objectives ‘climate change mitigation’ (1) and
‘transition to a circular economy’ (4) are relevant for METRO’s taxonomy-eligible economic
activities.
NO SIGNIFICANT HARM TO OTHER ENVIRONMENTAL OBJECTIVES
In the further course of the conformity analysis, all economic activities which can be proved to
make a material contribution to climate change mitigation were reviewed to ensure that they do
no significant harm (‘DNSH’) to the achievement of any of the 5 other environmental objectives.
A range of measures or analyses are to be carried out for the review, which generally begins
with a consideration of the relevant locations at which the respective economic activity is
performed.
There are no DNSH requirements for environmental objective (1) with regard to METRO’s
identified economic activities. Accordingly, it is necessary to determine whether there is any
possible significant harm to environmental objectives (2) to (6).
Environmental objective 2: climate change adaptation
To achieve this objective, the physical climate risks which are material to the respective activity
and which could impact it in the medium to long term must be identified. To identify these risks,
a climate risk and vulnerability assessment is required in accordance with the Climate
Delegated Act (EU) 2021/2139 and the Environmental Delegated Act (EU) 2023/2486. The
criteria and the scope of the analysis are defined in Appendix A. If acute risks are determined,
adaptation solutions need to be developed in the next step to minimise the climate risk.
Environmental objective 3: sustainable use and protection of water and marine resources
To achieve this objective, an environmental impact assessment pursuant to Directive 2011/92/
EU of the European Parliament and of the Council must be performed. This includes the
assessment of effects on bodies of water pursuant to Directive 2000/60/EC. No additional
assessment of the effects on bodies of water is required if the risks identified have been
remediated.
Environmental objective 4: transition to a circular economy
The transition to a circular economy requires a waste management plan, among other things. A
waste management plan exists if contractual agreements with partners in waste management,
reflection in financial projections and official project documents ensure that maximum reuse or
recycling is carried out at the end of useful life in accordance with the waste hierarchy.
Environmental objective 5: pollution prevention and control
The DNSH criterion with respect to the objective of pollution prevention and control requires
that the activity does not lead to the manufacture, placing on the market or use of substances
listed in Appendix C of the Climate Delegated Act (EU) 2021/2139 and of the Environmental
Delegated Act (EU) 2023/2486.
Environmental objective 6: protection and restoration of biodiversity and ecosystems
Appendix D requires an environmental impact assessment or a screening pursuant to
Directive 2011/92/EU.
To our shareholders
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Combined Management Report
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METRO ANNUAL REPORT 2023/24
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MINIMUM SAFEGUARDS
The final step in the fulfilment of the conformity criteria under the EU Taxonomy concerns the
observance of minimum safeguards. Minimum safeguards include all procedures which ensure
that the economic activities comply with:
•
the OECD Guidelines for Multinational Enterprises (OECD MNE Guidelines);
•
the UN Guiding Principles on Business and Human Rights (UNGPs), including the principles
and rights set out in the 8 fundamental conventions of the Declaration on Fundamental
Principles and Rights at Work of the International Labour Organization; and
•
the International Bill of Human Rights.
In the absence of further guidelines of the European Commission, we rely on the Final Report
on Minimum Safeguards, which was published by the Platform on Sustainable Finance (PSF) in
October 2022, for our assessment of minimum safeguards criteria.
The scope of the minimum safeguards covers the following aspects: human rights (including
labour and consumer rights), corruption and bribery, fair competition and science, technology
and innovation.
We pursue a 2-dimensional assessment approach to evaluate compliance with the minimum
safeguards. On the one hand, processes have been implemented to prevent negative impacts
(process dimension). On the other hand, the results are monitored to review whether our
processes are effective (results dimension).
A further investigation as to compliance with the minimum safeguards must only then be
performed if the requirements for taxonomy alignment can already be demonstrated as part of
the review of the technical screening criteria for one of METRO’s taxonomy-eligible economic
activities.
At METRO AG, we are aware that the conduct of all employees and other actors along our value
chain plays a central role in compliance with the minimum safeguards. As a globally active
wholesale company, we take our responsibility seriously. We therefore set great store by
ensuring that the principles of ethical conduct are adhered to within our business activities.
They are set out in the business principles of the group, the code of conduct for business
partners and METRO’s internal guidelines on human rights and environmental matters, as well
as, with regard to our tax strategy, publicly available on the METRO website. Among other
topics, they cover subjects of the minimum safeguards. The group-wide compliance
management system (CMS) is the superordinate organisational tool for ensuring compliance
with statutory obligations vis-à-vis the minimum safeguards.
Identification of taxonomy-eligible and taxonomy-aligned economic activities
TAXONOMY ELIGIBILITY
We have identified the following activities as taxonomy-eligible economic activities and thus as
environmentally sustainable:
•
Manufacturing
—
CCM 3.6 Manufacture of other low-carbon technologies4
•
Energy
—
CCM 4.25 Production of heat/cool using waste heat
For the capital expenditure KPI, the purchase of output from taxonomy-eligible economic activities was added to this category of economic
activities. We thus follow the interpretation that not only the manufacture of other low-carbon technologies can be counted as taxonomy-
eligible at this point, but also the acquisition of such low-carbon technologies.
4
To our shareholders
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•
Water supply, sewerage, waste management and remediation
—
CCM 5.5 Collection and transport of non-hazardous waste in source segregated
fractions
•
Transport
—
CCM 6.5 Transport by motorbikes, passenger cars and light commercial vehicles
—
CCM 6.6 Freight transport services by road
•
Construction and real estate activities
—
CCM 7.2 Renovation of existing buildings
—
CCM 7.3 Installation, maintenance and repair of energy efficiency equipment
—
CCM 7.4 Installation, maintenance and repair of charging stations for electric vehicles in
buildings (and parking spaces attached to buildings)
—
CCM 7.5 Installation, maintenance and repair of instruments and devices for measuring,
regulation and controlling energy performance of buildings
—
CCM 7.6 Installation, maintenance and repair of renewable energy technologies
—
CCM 7.7 Acquisition and ownership of buildings
•
Water supply, sewerage, waste management and remediation
—
CE 2.3 Collection and transport of non-hazardous and hazardous waste
•
Information and communications
—
CE 4.1 Provision of data-driven IT/OT solutions
Currently, 63% of METRO’s capital expenditure is associated with taxonomy-eligible economic
activities and 0% of METRO’s capital expenditure is associated with taxonomy-aligned
economic activities.
The analysis of the technical screening criteria shows that, due to the sometimes demanding
requirements, not all activities that are taxonomy-eligible meet the technical screening
standards to allow them to be recognised as taxonomy-aligned. In the following, the activities
are first examined individually with regard to their substantial contribution.
TAXONOMY ALIGNMENT
CCM 3.6 Manufacture of other low-carbon technologies
Economic activity 3.6 covers predominantly the new cooling systems that METRO has
purchased under the F-Gas Exit Programme; these systems contribute significantly to meeting
the targets of the climate strategy. Although this activity aims to significantly reduce
greenhouse gas emissions, the savings in GHG emissions over the entire life cycle cannot be
compared with the most powerful alternative technologies or solutions available on the market.
This is because the cooling systems are comprised of several components which are specific to
the location and therefore no direct comparison with other systems is possible. Additionally, it
was not possible to obtain corresponding documentation regarding the savings in life cycle
GHG emissions from the manufacturers of the cooling systems in the financial year. For these
reasons, the analysis already results in an impediment to achieving a substantial contribution
here and the analysis can be concluded. Thus, no further investigation regarding the avoidance
of significant harm to the other environmental objectives for activity CCM 3.6 is carried out.
CCM 6.5 Transport by motorbikes, passenger cars and light commercial vehicles
The passenger cars leased by METRO partially fulfil the requirements of a substantial
contribution to low-emission and emission-free light commercial vehicles. Because METRO
To our shareholders
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METRO ANNUAL REPORT 2023/24
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interprets activity CCM 6.5 as ‘acquisition of production’, only the manufacturer or the lessor of
the vehicles can provide evidence of compliance with the avoidance of significant harm to the
other environmental objectives. The primary lessors of METRO were therefore contacted and
asked to provide a response as well as evidence to fulfil the technical screening criteria.
Unfortunately, the lessors did not consider themselves in a position to provide the necessary
information or were not able to make suitable evidence available in the financial year. For this
reason, activity CCM 6.5 cannot be classified as taxonomy-aligned.
CCM 6.6 Freight transport services by road
The internal analysis of the composition of our logistics fleet did show that, although there had
been isolated investments in electric vehicles for goods transport, the proportion was so low in
financial year 2023/24 that an examination of the technical screening criteria was dispensed
with for reasons of materiality.
CCM 7.2 Renovation of existing buildings
For the renovation of existing buildings, neither the requirements of larger renovations in
accordance with the applicable national and regional construction regulations are met, nor do
the renovation measures reduce the primary energy need of the buildings by at least 30%. No
substantial contribution to climate change mitigation can therefore be demonstrated for this
activity.
CCM 7.3 Installation, maintenance and repair of energy efficiency equipment
The refurbishment measures to improve the energy efficiency of equipment, be it in the form of
installation, maintenance or repair, were chiefly realised through the replacement of old light
sources with energy-efficient light-emitting diodes (LEDs). The LEDs were reviewed via random
sampling of METRO stores in various countries to ensure a comprehensive examination of
different manufacturers and models. Our examination determined that the LEDs fall into lower
efficiency classes than the classes A and B necessary to fulfil the requirement of substantial
contribution, thus resulting in no substantial contribution to an environmental objective.
CCM 7.6 Installation, maintenance and repair of renewable energy technologies
The majority of capital expenditure in the field of renewable energy technologies falls into the
categories of on-site installation, maintenance and repair of photovoltaic systems. The capital
expenditure amount in this financial year is classified as immaterial relative to total capital
expenditure.
A further consideration of the technical screening criteria has been dispensed with. Materiality
is assessed annually as a basis for determining whether it is necessary to analyse the technical
screening criteria.
CCM 7.7 Acquisition and ownership of buildings
Activity CCM 7.7 is relevant to both our stores and other properties such as warehouses and
office buildings. As part of our review of the technical screening criteria pursuant to the
requirements of the EU Taxonomy, we focused on 2 significant aspects: the Class A energy
performance certificate (EPC) and the evaluation of energy efficiency.
First, we divided the stores and other buildings into clusters. Then an exclusion procedure – in
consideration of renovations and the years their construction was completed – reviewed the
newest and most modern properties in accordance with the aforementioned criteria. Due to the
years their construction was completed and the other characteristics of the buildings, neither
our stores nor other properties meet the strict energy standards of the EU Taxonomy. As a
result of this, we are unable to report them as taxonomy-aligned in this reporting period and
have dispensed with any further consideration of the DNSH criteria.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
40

CE 2.3 Collection and transport of non-hazardous and hazardous waste
Non-hazardous and hazardous waste is relevant for METRO as our company operates in
different countries and thus needs to engage in waste management in different regions. At
METRO, this encompasses the collection and disposal of non-hazardous waste, for example
through the use of automatic PET bottle collection systems. These processes necessitate capital
expenditure on waste collection systems as well as the management of the resulting operating
income. An analysis of approved projects showed that the capital expenditure arising in this
financial year relative to total capital expenditure cannot be considered to be material. A further
consideration of the technical screening criteria has therefore been dispensed with.
CE 4.1 Provision of data-driven IT/OT solutions
IT capital expenditure is a relevant topic for METRO as it helps us to enhance our company’s
efficiency and sustainability. METRO is able to reduce paper consumption by means of IT
solutions such as ESL (electronic shelf labelling) and proprietary software for issuing electronic
invoices. Moreover, the METRO Transport IT solution optimises transit routes and reduces
empty runs. A review of the relevant IT capital expenditure in the reporting period showed that
capital expenditure in connection with the CE 4.1 activities remains below the defined
materiality threshold and is therefore considered to be immaterial. A further consideration of
the technical screening criteria has therefore been dispensed with.
No more detailed investigation into the remaining taxonomy-eligible economic activities was
carried out, as the corresponding capital expenditures are immaterial, both individually and as a
whole.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
41

Proportion of taxonomy-eligible and taxonomy-aligned net turnover1
Year 2023/24
Substantial contribution criteria
DNSH criteria (‘do no significant harm’)
Economic activities (1)
Code(s)(2)
Turnover (3)
Proportion of
turnover,
year 2023/24
(4)
Climate
change
miti-
gation
(5)
Climate
change
adap-
tation
(6)
Water
(7)
Pollu-
tion
(8)
Circular
eco-
nomy
(9)
Bio-
diver-
sity
(10)
Climate
change
miti-
gation
(11)
Climate
change
adap-
tation
(12)
Water
(13)
Pollu-
tion
(14)
Circular
eco-
nomy
(15)
Bio-
diver-
sity
(16)
Mini-
mum
safe-
guards
(17)
Proportion of
taxonomy-
aligned (A.1.)
or taxonomy-
eligible (A.2)
Turnover
year 2022/23
(18)
Cate-
gory
‘en-
abling
acti-
vity’
(19)
Cate-
gory
‘transi-
tional
acti-
vity’
(20)
€ million
%
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (taxonomy-aligned)
Turnover of environmentally sustainable activities (taxonomy-aligned) (A.1)
0
0%
0%
0%
0%
0%
0%
0%
0%
of which enabling activities
0
0%
0%
0%
0%
0%
0%
0%
0%
E
of which transitional activities
0
0%
0%
T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned)2
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
Turnover of taxonomy-eligible but not environmentally sustainable activities (not
taxonomy-aligned) (A.2)
0
0%
0%
0%
0%
0%
0%
0%
0%
A. Turnover of taxonomy-eligible activities (A.1 + A.2)
0
0%
0%
0%
0%
0%
0%
0%
0%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover of taxonomy-non-eligible activities (B)
31,029
100%
Total (A + B)
31,029
100%
1
All amounts under €0.5 million have been rounded down to 0. Rounding differences may occur.
2
EL – Activity taxonomy-eligible for the relevant objective; N/EL – Activity not taxonomy-eligible for the relevant objective.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
42

Proportion of taxonomy-eligible and taxonomy-aligned capital expenditure1
Year 2023/24
Substantial contribution criteria
DNSH criteria (‘do no significant harm’)
Economic activities (1)
Code(s)
(2)3
CapEx (3)
Proportion of
CapEx
year 2023/24
(4)
Climate
change
miti-
gation
(5)
Climate
change
adap-
tation
(6)
Water
(7)
Pollu-
tion
(8)
Circular
eco-
nomy
(9)
Bio-
diver-
sity
(10)
Climate
change
miti-
gation
(11)
Climate
change
adap-
tation
(12)
Water
(13)
Pollu-
tion
(14)
Circular
eco-
nomy
(15)
Bio-
diver-
sity
(16)
Mini-
mum
safe-
guards
(17)
Proportion of
taxonomy-
aligned (A.1.)
or taxonomy-
eligible (A.2)
CapEx,
year 2022/23
(18)
Cate-
gory
‘en-
abling
acti-
vity’
(19)
Cate-
gory
‘transi-
tional
acti-
vity’
(20)
€ million
%
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (taxonomy-aligned)
CapEx of environmentally sustainable activities (taxonomy-aligned) (A.1)
0
0%
0%
0%
0%
0%
0%
0%
0%
of which enabling activities
0
0%
0%
0%
0%
0%
0%
0%
0%
E
of which transitional activities
0
0%
0%
T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned)2
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
Manufacture of other low-carbon technologies
CCM
3.6
99
8%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
8%
Production of heat/cool using waste heat
CCM
4.25
1
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0%
Collection and transport of non-hazardous waste in source segregated fractions
CCM
5.5
2
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0%
Transport by motorbikes, passenger cars and light commercial vehicles
CCM
6.5
73
6%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
5%
Freight transport services by road
CCM
6.6
48
4%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
4%
Renovation of existing buildings
CCM
7.2
14
1%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
1%
Installation, maintenance and repair of energy efficiency equipment
CCM
7.3
22
2%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
2%
Installation, maintenance and repair of charging stations for electric vehicles in
buildings (and parking spaces attached to buildings)
CCM
7.4
0
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0%
1
All amounts under €0.5 million have been rounded down to 0. Rounding differences may occur.
2
EL – Activity taxonomy-eligible for the relevant objective. N/EL – Activity not taxonomy-eligible for the relevant objective.
3
The code signifies the abbreviation of the individual objective to which the business activity can make a material contribution, plus the number of the section pertaining to the activity in the applicable appendix addressing the objective in
question, that is
– Climate change mitigation: CCM
– Climate change adaptation: CCA
– Water and marine resources: WTR
– Circular economy: CE
– Pollution prevention and control: PPC
– Biodiversity and ecosystems: BIO.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
43

Year 2023/24
Substantial contribution criteria
DNSH criteria (‘do no significant harm’)
Economic activities (1)
Code(s)
(2)3
CapEx (3)
Proportion of
CapEx
year 2023/24
(4)
Climate
change
miti-
gation
(5)
Climate
change
adap-
tation
(6)
Water
(7)
Pollu-
tion
(8)
Circular
eco-
nomy
(9)
Bio-
diver-
sity
(10)
Climate
change
miti-
gation
(11)
Climate
change
adap-
tation
(12)
Water
(13)
Pollu-
tion
(14)
Circular
eco-
nomy
(15)
Bio-
diver-
sity
(16)
Mini-
mum
safe-
guards
(17)
Proportion of
taxonomy-
aligned (A.1.)
or taxonomy-
eligible (A.2)
CapEx,
year 2022/23
(18)
Cate-
gory
‘en-
abling
acti-
vity’
(19)
Cate-
gory
‘transi-
tional
acti-
vity’
(20)
€ million
%
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
Installation, maintenance and repair of instruments and devices for measuring,
regulation and controlling energy performance of buildings
CCM
7.5
1
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0%
Installation, maintenance and repair of renewable energy technologies
CCM
7.6
7
1%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
1%
Acquisition and ownership of buildings
CCM
7.7
465
40%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
32%
Collection and transport of non-hazardous and hazardous waste
CE
2.3
2
0%
N/EL
N/EL
N/EL
N/EL
EL
N/EL
0
Provision of data-driven IT/OT solutions
CE
4.1
4
0%
N/EL
N/EL
N/EL
N/EL
EL
N/EL
0%
CapEx of taxonomy-eligible but not environmentally sustainable activities (not
taxonomy-aligned activities) (A.2)
738
63%
62%
0%
0%
0%
1%
0%
54%
A. CapEx of taxonomy-eligible activities (A.1+A.2)
738
63%
62%
0%
0%
0%
1%
0%
54%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
CapEx of taxonomy-non-eligible activities (B)
438
37%
Total (A + B)
1,176
100%
1
All amounts under €0.5 million have been rounded down to 0. Rounding differences may occur.
2
EL – Activity taxonomy-eligible for the relevant objective. N/EL – Activity not taxonomy-eligible for the relevant objective.
3
The code signifies the abbreviation of the individual objective to which the business activity can make a material contribution, plus the number of the section pertaining to the activity in the applicable appendix addressing the objective in
question, that is
– Climate change mitigation: CCM
– Climate change adaptation: CCA
– Water and marine resources: WTR
– Circular economy: CE
– Pollution prevention and control: PPC
– Biodiversity and ecosystems: BIO.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
44

Proportion of taxonomy-eligible and taxonomy-aligned operating expenditure1, 2
Year 2023/24
Substantial contribution criteria
DNSH criteria (‘do no significant harm’)
Economic activities (1)
Code(s)
(2)
OpEx (3)
Proportion of
OpEx
year 2023/24
(4)
Climate
change
miti-
gation
(5)
Climate
change
adap-
tation
(6)
Water
(7)
Pollu-
tion
(8)
Circular
eco-
nomy
(9)
Bio-
diver-
sity
(10)
Climate
change
miti-
gation
(11)
Climate
change
adap-
tation
(12)
Water
(13)
Pollution
(14)
Circular
eco-
nomy
(15)
Bio-
diver-
sity
(16)
Mini-
mum
safe-
guards
(17)
Proportion of
taxonomy-
aligned (A.1.)
or taxonomy-
eligible (A.2)
OpEx, year
2022/23 (18)
Cate-
gory
‘en-
abling
acti-
vity’
(19)
Cate-
gory
‘transi-
tional
acti-
vity’
(20)
€ million
%
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (taxonomy-aligned)
OpEx of environmentally sustainable activities (taxonomy-aligned) (A.1)
0
0%
0%
0%
0%
0%
0%
0%
0%
of which enabling activities
0
0%
0%
0%
0%
0%
0%
0%
0%
E
of which transitional activities
0
0%
0%
T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned)3
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
EL; N/
EL
OpEx of taxonomy-eligible but not environmentally sustainable activities (not
taxonomy-aligned activities) (A.2)
0
0%
0%
0%
0%
0%
0%
0%
0%
A. OpEx of taxonomy-eligible activities (A.1 + A.2)
0
0%
0%
0%
0%
0%
0%
0%
0%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of taxonomy-non-eligible activities (B)4
278
100%
Total (A + B)
278
100%
1
With regard to the operating expenditures, METRO makes use of the exemption clause in Annex I of the Commission Delegated Regulation (EU) 2021/2178 of 6 July 2021 supplementing Regulation (EU) 2020/852 and does not report a key figure
for operating expenses.
2
All amounts under €0.5 million have been rounded down to 0. Rounding differences may occur.
3
EL – Activity taxonomy-eligible for the relevant objective. N/EL – Activity not taxonomy-eligible for the relevant objective.
4
The absolute key figure reported here in the previous year comprised total operating expenditure. The taxonomy-non-eligible operating expenditure for financial year 2022/23, which was disclosed in the reporting when explaining the exemption
clause in Annex I to Commission Delegated Regulation (EU) 2021/2178 of 6 July 2021 supplementing Regulation (EU) 2020/852, amounted to €273 million.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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
METRO ANNUAL REPORT 2023/24
45

Proportion of turnover/total turnover1
Proportion of CapEx/Total CapEx1
Proportion of OpEx/total OpEx1
Taxonomy-aligned per
objective
Taxonomy-eligible per
objective
Taxonomy-aligned per
objective
Taxonomy-eligible per
objective
Taxonomy-aligned per
objective
Taxonomy-eligible per
objective
CCM
0%
0%
CCM
0%
62%
CCM
0%
0%
CCA
0%
0%
CCA
0%
0%
CCA
0%
0%
WTR
–
0%
WTR
–
0%
WTR
–
0%
CE
–
0%
CE
–
1%
CE
–
0%
PPC
–
0%
PPC
–
0%
PPC
–
0%
BIO
–
0%
BIO
–
0%
BIO
–
0%
1
The code signifies the abbreviation of the individual objective to which the business activity can make a material contribution, that is
– Climate change mitigation: CCM
– Climate change adaptation: CCA
– Water and marine resources: WTR
– Circular economy: CE
– Pollution prevention and control: PPC
– Biodiversity and ecosystems: BIO.
Reporting form: nuclear and fossil gas related activities
Row
Nuclear-energy-related activities
1
The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce
energy from nuclear processes with minimal waste from the fuel cycle.
No
2
The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for
the purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies.
No
3
The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes
of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades.
No
Fossil-gas-related activities
4
The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels.
No
5
The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil
gaseous fuels.
No
6
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous
fuels.
No
To our shareholders
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Combined Management Report
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Notes


METRO ANNUAL REPORT 2023/24
46

Environmental matters5
Our approach is to significantly reduce the climate-relevant emissions caused by our business
operations and resulting from our supply chain as well as to decrease our consumption of
natural resources. We do this by focusing on behavioural change (Energy Awareness
Programme) and investment aimed at increasing our energy and resource efficiency. We also
operate a global energy management system that identifies potential savings in our stores and
monitors our overall savings targets. In financial year 2023/24, electricity consumption in our
METRO/MAKRO stores, delivery and administrative locations per square metre of selling,
delivery and office space6 decreased by 4.4% in comparison to the previous year. Examples of
measures in the overall area of environmental matters in the reporting period:
•
As part of the Energy Saving Programme, we invested €12.6 million in energy-efficient
lighting and building equipment. This will likely save us approximately €3.9 million in energy
costs annually.
•
We invest in energy-efficient cooling systems with natural refrigerants within the framework
of the F-Gas Exit Programme. This reduces our emissions from loss of refrigerants as well as
energy requirements and costs. We invested a total of €81.6 million for this purpose in the
reporting period.
•
In the reporting period, 8 further photovoltaic plants were installed in Germany, Austria,
Turkey and Slovakia, among other countries, with a total additional capacity of 22,122 kWp.
•
Additional charging stations for electric vehicles of METRO customers were set up at
wholesale stores in Germany, Spain and Italy, among other locations. In Moldova, Poland,
Portugal, Slovakia, Turkey, Romania and Hungary, all METRO wholesale stores are now
equipped with charging stations. We now have a total of 1,391 charging locations. In
Germany (METRO and R Express), more than 520 employees already use electric vehicles
as company cars, whose emissions are offset by Renewable Energy Guarantees of Origin. In
total, 1,187 company cars are powered by electricity or hydrogen, which is about 12% of our
total vehicle fleet. We have integrated electric trucks into our own delivery fleet, for
instance in France, Spain, Germany, the Czech Republic and Portugal, for the FSD delivery
business.
•
Water consumption in our METRO/MAKRO stores, delivery and administrative locations
decreased by 5.2% compared to the previous year. By 2030, specific water consumption in
our own business operations is expected to be reduced by 10% per square metre of net
operating area compared to the base year 2020/21.
•
Other key topics in relation to resource-efficient business operations are the prevention of
waste and the recovery and recycling of waste materials.
•
Compared to the previous year, the volume of waste (excluding food waste) increased by
5.0%.
METRO uses an internal CO2 price of €50 per tonne of CO2, mainly to approve energy-efficient
projects with lower financial savings. METRO is a member of the Task Force on Carbon Pricing
in Europe, which aims to put a price on all relevant carbon emissions and thus achieve market-
and competition-based decarbonisation.
For some key figures with regard to climate and CO2, as well as for the key figures related to electricity consumption, water consumption
and waste volume, extrapolations and estimates are necessary for the consumption data if only partial primary data are available.
Sustainability data management compiles the data from the various reporting systems and will lower the share of estimates continuously.
For the key figures in the chapter on environmental matters, there may be variances from the consolidation group in financial reporting for
reasons such as data availability.
5
The square metres of selling and delivery space are year-end figures (30/9/2024) for all environmental key figures.
6
To our shareholders
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Combined Management Report
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Notes


METRO ANNUAL REPORT 2023/24
47

Reduction of food waste
Food waste7 is a large-scale squandering of resources and makes a major contribution to our
CO2 emissions. As a wholesaler with a clear focus on food, we bear a great responsibility in this
context.
In line with the Consumer Goods Forum (CGF) resolution on food waste, we are committed to
reducing food waste in our operations (per square metre of sales and delivery area) by 50% by
2025 compared to the baseline year 2017/18. In 2023/24, we achieved a reduction of 26.9% in
relation to the square metres of selling and delivery space compared to the baseline year.
Our aspiration is to measure, monitor and report progress in line with the requirements of the
Food Loss & Waste (FLW) Protocol. We are addressing the problem of food waste by adopting
a 3-pillar strategy from the producer to the consumer: (1) data optimisation, (2) solutions, (3)
commitment and partnerships.
Key initiatives are helping us achieve our goal:
•
In 25 countries and service units, we work with food bank organisations to pass on unsold
food to those in need.
•
In the Netherlands and Austria, we are working with Too Good To Go (TGTG) to accomplish
this goal. In financial year 2023/24, the dedicated collaboration has ‘saved’ 107,745 meals,
which corresponds to a reduction of 290.9 tonnes of CO2. Moreover, we are promoting the
TGTG platform in 2 countries as a solution to help our customers save food in their
operations.
•
METRO is a member of the World Resources Institute’s (WRI) ‘10x20x30’ initiative, which
calls on the world’s 10 largest grocery store chains to commit at least 20 of their suppliers
to cutting their food waste in half by 2030. METRO AG has integrated suppliers through its
operating national subsidiary METRO Turkey.
•
We work with various technical solutions to reduce food waste, depending on availability
and demand. In Turkey, we use Fazla (formerly Whole Surplus) to analyse food waste
hotspots and disposal routes.
•
In addition, we were able to improve the quality of the data and the data collection process
– both by means of a simplified user interface and by establishing automated control
mechanisms in our IT system. We also carried out intensive training courses and individual
measures, including revised training documents for the data collectors.
Climate protection target 2040
We plan to make our global business operations climate-neutral by 2040, largely through our
own initiatives. With the 51.9% savings of CO2 emissions per square metre of selling and
delivery space we have achieved so far compared to the baseline year 2011, we are on the right
track. From October 2023 to September 2024, METRO generated 185.7 kg of CO2 equivalents8
per square metre of selling, delivery and office space. This compares to 224.4 kg9 in the same
period last year.
In 2019, METRO expanded the climate target to the supply chain and as the first German
wholesale company set a recognised science-based target for itself. In it, METRO AG
undertakes to reduce its Scope 1 and Scope 2 CO2 emissions by 60% per square metre of selling
and delivery space by 2030 compared to 2011. A reduction of 49.1% has been achieved in this
Food waste is food intended for human consumption, including inedible parts of this food, that is removed from the food supply chain for
recycling or disposal. Food supplements and food donations are not included in the food waste indicator. According to the WRAP standard,
the former do not fall into the category of food intended for human consumption and are therefore not recognised as food waste.
7
The calculation of CO2 emissions corresponds to the logic of the GHG protocol. METRO mainly uses emission factors from DEFRA, the
Intergovernmental Panel on Climate Change (IPCC) and the International Energy Agency (IEA).
8
The previous year’s figure was adjusted due to updated data availability.
9
To our shareholders
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Combined Management Report
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Notes
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area since 2011. Furthermore, METRO AG is committed to reducing absolute Scope 3 CO2
emissions10 (supply chain) by 15% by 2030 compared to 2018. Our goals for Scope 1 and
Scope 2 are thus in line with the reductions required to keep global warming well below 2°C by
2100 compared to pre-industrial levels. Since METRO submitted SBTI targets as early as in 2019,
they are currently being revised. This process takes account of the new provisions of the CSRD.
Packaging and plastics
Plastic is one of the most used materials for packaging food and non-food products, and the
improper disposal of plastic waste has a negative impact on the ecosystem and the earth.
METRO is taking responsibility and attempting to limit plastic pollution and to improve the
environmental footprint of its own-brand packaging. To this end, we support the recovery of
resources through recycling and strive to reduce the environmental impact throughout a
product’s life cycle, including by seeking alternatives to traditional plastics.
In doing so, we focus on the METRO/MAKRO national subsidiaries as well as our central
purchasing companies. This approach contributes to mitigating the risk of future depletion of
natural resources and a loss of biodiversity. To reduce the amount of plastic used and to
increase the use of alternative sustainable materials, we work with various stakeholders on the
development of corresponding solutions.
A team of packaging specialists from METRO AG and a project team from various METRO
national subsidiaries and from central purchasing companies are working on the following
targets to be achieved by 2030:
1.
Initiative for reducing plastic:
Our goal is to eliminate 10,000 tonnes of plastic in the plastic packaging used for our own
brands.
2.
Increase in share of recycled components:
Our goal is to achieve a 30% share of recycled plastic in the packaging used for our own
brands.
3.
Elimination of substances of concern:
We are committed to fully eliminating polyvinyl chloride (PVC) and expanded
polystyrene (EPS) at all levels of our own-brand packaging.
4.
Recyclability of packaging:
We are aiming to make 100% of the packaging used for our own brands recyclable, reusable
or compostable at home.
5.
Paper, cardboard and wood commitment:
We are aiming to use materials certified under the Forest Stewardship Council®
(FSC®)/Programme for the Endorsement of Forest Certification Schemes or a share of at
least 70% of recycled materials for all paper, cardboard, boxes and wood used in primary
and secondary packaging for our own brands.
We are unable to guarantee plastic-free or recycled, compostable or reusable plastic packaging
for the brands that do not belong to METRO. In future, we will place greater emphasis on
reducing plastic packaging for our own brands, as this approach has the largest direct influence
on the reduction of our ecological footprint with regard to packaging. In the reporting period,
METRO successfully implemented the METRO Cash & Carry Own Brand Packaging Commitment
for all of its own brands in the METRO/MAKRO national subsidiaries, using joint procurement
sources and international trading offices. Looking forward, all data on packaging and plastics
will be recorded regularly in a standardised system. These data will be prepared for external
reporting and disclosed in the next reporting period. An exception to this is the target of
The calculation of Scope 3 CO2 emissions is based on recognised extrapolation methods in order to approximate the emissions generated
within the supply chain.
10
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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replacing conventional disposable plastic products with reusable, recyclable or compostable
alternatives by the end of 2025. We plan to carry out internal controls regularly to monitor
progress, with the aim of supporting target achievement.
Employee interests11
People & Culture strategy
Our company’s sCore growth strategy, which consistently aligns METRO towards multichannel
wholesale business, is concomitant with a cultural transformation. Within this transformation
process, the motivation of our employees is of essential importance, because they are the ones
who actively support the change and whose dedication is necessary to achieve the company’s
stated objectives. At METRO, human resource activities are called ‘People & Culture’ to
demonstrate this commitment internally and externally. The department pursues a consistent
operational agenda that is clearly aligned with the implementation of sCore and is intended to
contribute to company growth. At the same time, our employer value proposition – ‘Shape the
M’ – underscores for the labour market the high value METRO places on the mutual
development and growth of employees and the company.
It is therefore important to us to invest in the skills and abilities of our employees and to
maintain an inclusive, attractive, open-minded, inspiring work environment that is focused on
performance and success. Our holistic personnel approach with customised initiatives and
programmes spans the entire employee experience life cycle – from recruitment across various
career and life stages to retirement models. The global standard and country-specific models,
for example, form the foundation for this.
METRO’s personnel strategy makes clear the global priorities for People & Culture. In addition,
thanks to the involvement of the Management Board and/or the management of the respective
national companies and subsidiaries, it ensures a balance between adaptation to specific
country circumstances and a degree of group-wide standardisation, which is nevertheless
necessary.
Our company values, the METRO Fundamentals, represent the foundation for this and are a
guide for the conduct and decisions of our employees. They systematically align the company
to wholesale business and highlight the importance of the feeling of ‘us’. In order to integrate
our corporate values even more effectively in our daily work, we have created occasions that
allow our METRO culture to be experienced. For example, ‘ONE METRO Fundamentals
Moments’ was celebrated around the world in financial year 2023/24.
Our consistently high level of commitment is proof that our employees feel a connection with
the company and are doing their best every day to jointly achieve the goals of the group. At the
same time, the biannual survey provides us with important insights for continuous improvement
directly from the workforce.
In a nutshell, our personnel strategy focuses on the following key areas:
•
Promoting the ONE METRO culture as well as diversity and inclusion globally as a driver for
sustainable business success
•
Developing the skills and capabilities of all employees in our headquarters, stores and sales
aligned with the requirements of the sCore strategy and supporting its implementation
•
Long-term and comprehensive talent management and investments in our employer brand
in order to fill positions in our company with the most talented employees for the future
•
Increase productivity through targeted use of our resources, continuous improvement and
simplification of our processes and digitalisation
Unless narrowed down specifically, substantive information and key figures always refer to all group companies.
11
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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Talent attraction and employer branding
Our goal is to position METRO as an attractive employer and to attract qualified, talented
people to our company. Through various activities, we identify and recruit suitable professionals
and managers for METRO to sustainably fill critical roles for the business in order to strengthen
the company’s own workforce.
Our main activities:
•
Development of professionals and managers from our own ranks: we recruit and train our
employees by offering various internship, trainee and apprenticeship programmes to
develop them into qualified employees.
•
Gaining and retaining talent: to recruit experienced specialists and managers, we make use
of active sourcing (contacting potential external talent), draw on pools of internal
candidates and engage in advertising and targeted candidate relationship management. In
this way, we specifically identify and gain new employees. We encourage regular feedback
between managers and their employees and offer a comprehensive development and
training programme to retain our talent.
•
Target-group-oriented communication: we position METRO as an attractive employer
through targeted communication at career fairs, on social networks and by means of
strategic collaborations.
•
Strengthening the employer brand: we make our employer brand more visible and tangible
with the elaborated employer value proposition and the associated value platform.
21 METRO national subsidiaries have been provided with materials (brand manual, activation
concept and open files) to use the employer brand concept to effectively increase
perception of us as an attractive employer at a local level.
•
METRO AG’s ONE METRO Ambassador programme brings together employees from various
campus companies to represent METRO internally and externally. 50 ambassadors from
8 different campus companies strengthen our employer brand through social media,
networking events and career fairs, backed by specialised training.
•
Distinction as a top employer in 2024: being certified as a top employer once again in
8 METRO companies underscores our attractiveness as an employer.
•
Digital recruiting platform: the introduction of a new applicant management system with an
upstream careers website supports the effective recruitment of employees in now
20 METRO national subsidiaries and 13 other subsidiaries. The platform is an important step
in the implementation of our growth strategy.
Talent management and succession planning
Through comprehensive talent and performance management, targeted succession planning
and numerous career development opportunities, we continuously develop our employees. This
way, we offer them attractive career opportunities within our company, thus creating the basis
for sustainable success.
The processes of the performance and potential assessment are guided by the METRO
Fundamentals and the sCore strategy. Managers are tasked with evaluating the performance
and potential of their employees and – together with the respective management team and
supported by the People & Culture department – with defining individual measures for the
employee during the annual development meetings. Employees have an opportunity to
introduce their own development ambitions into the process.
Succession planning takes place locally for all levels as well as across countries for the first and
second management levels. Regarding filling positions with professionals and managers, we
To our shareholders
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make a point of ensuring that they are not only suitable for their current position, but also have
potential to develop beyond it. Therefore, with regard to filling management positions, we also
look at the second and third management levels and measure what proportion of employees
can be assessed as having medium or high development potential and thus be given special
consideration for succession planning.
We also pay increased attention to the proportion of women in management positions in our
succession planning. METRO is therefore working to expand the share of women in
management positions. Against this backdrop, METRO had set itself the target of ensuring that,
by September 2025, 25% of METRO AG’s employees at the first management level below the
Management Board and 40% at the second management level below the Management Board
are female. At the end of financial year 2023/24, the share of women employed on the first
management level below the Management Board was 18.2%, and on the second management
level below the Management Board 24.6%. Furthermore, we had voluntarily set a target for the
share of women in executive positions in our wholesale business: the share of women in
executive positions at levels 1 to 3 (including store management) of global METRO locations
was supposed to be 30% by September 2025. At the end of financial year 2023/24, this
percentage of women was 28.5%.
In view of the progress made in recent years towards achieving these targets, as well as in
connection with further initiatives to promote diversity, such as a global approach to diversity,
equity and inclusion and conscious inclusion training, the Management Board of METRO AG has
shortened the period for achievement of the above-mentioned female representation targets in
executive positions to 30 September 2024 (originally 30 September 2025) and set new targets
for 30 September 2029.
The new female representation target for the first and second management levels below the
Management Board of METRO AG is now 30% in both cases. The target for the first
management level below the Management Board was revised because the previous target had
been met in the last 2 financial years, and this positive performance is to be encouraged by
raising the target. The fact that the target was not met in financial year 2023/24 is attributable
to a small number of personnel changes, which, because of the small statistical population, had
a negative impact on the proportion of women on the first management level below the
Management Board. The revised target for the second management level below the
Management Board reflects a change in the statistical population at that level and, hence, the
changed basis for defining the target.
With respect to its wholesale business, METRO has also again set a voluntary target for female
representation in executive positions. Thus, the proportion of women in executive positions on
levels 1 to 3 is to reach 40% worldwide by 30 September 2029.
In addition, pursuant to the German Stock Corporation Act (AktG), the Management Board of
METRO AG must include at least 1 woman and at least 1 man (so-called participation
requirement). METRO AG met these requirements in the reporting period.
The processes described above are supported by an integrated talent management and
learning system that is available to all METRO companies. The learning module with its many
opportunities for personal development is available to almost 86,000 employees. The talent
and performance module is currently available to around 57,000 employees. It will continue to
be rolled out in the coming financial year.
Performance-based remuneration
Our aspiration is to provide our employees with competitive, performance-based and fair
remuneration. Our remuneration system ‘Perform & Reward’ for executives (with the exception
of the members of the Management Board) comprises a monthly fixed salary as well as a
To our shareholders
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variable annual remuneration component; the payment amount essentially depends on the
economic development of the respective company in which the executive works.
With a clear focus on the economic development of METRO, our managers also receive a multi-
year variable remuneration component that sustainably anchors our sCore strategy in our
remuneration system.
Executive remuneration is complemented by additional benefits, such as an attractive pension
model, promotion of health care and a mobility budget that can be used as part of METRO’s
‘Green Car Policy’ for a car, train rides or pension provision.
•
For more information about the remuneration of the Management Board, see the
remuneration report.
Career development and retention of talent
With regard to global talent and organisational development, the in-house training academy
House of Learning and the Global Leadership & Culture team continuously adapt their Learning
& Development portfolios to the needs of the employees as well as the strategic alignment of
the company.
The department thus supports the development and retention of employees and managers –
both at METRO AG and its national subsidiaries. The Learning & Development portfolios focus
on 2 fundamental core areas:
•
Function-specific and cross-functional learning programmes: These programmes have been
developed for target groups whose roles form the focus of the sCore strategy or are
undergoing change in this connection (for example training of store managers based on the
multichannel strategy to qualify them as Multichannel Fulfilment Centre Managers). A
portfolio of learning solutions for professional skills development and mandatory
compliance training is also offered across all functions. These offers are available to all
employees.
•
International talent and leadership development programmes in the form of programme
modules lasting several months: This offer is reserved for high-potential employees with
vertical growth potential. This potential is calibrated and validated through frequent talent
management and succession planning processes at METRO. Identified talent and leaders are
therefore prepared for the challenges of future management roles in the wholesale
business. This offer also ensures long-term succession planning.
The Learning & Development portfolios are mapped in the global learning management system
MPower, to which employees of METRO AG as well as of the national subsidiaries have access.
Training courses
METRO national subsidiaries
METRO AG
Individual
learning
(e.g. e-learning,
videos,
materials)
Instructor-
guided learning
(face-to-face
and virtual
training)
Total
Individual
learning
(e.g. e-learning,
videos,
materials)
Instructor-
guided learning
(face-to-face
and virtual
training)
Total
Participants
1,124,439
109,923
1,234,362
4,131
848
4,979
Participant hours
481,263
474,875
956,139
2,607
6,907
9,514
Occupational safety and health management
We are committed to reinforcing our safety culture and involving managers to create a safe and
secure environment for our employees, suppliers and customers. We hold our annual Global
Safety Day with our #BeSafeAtWork programme as an element of the group-wide campaign to
make safety a matter of personal concern for each employee. In 2024, we will be focusing on
To our shareholders
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Notes
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safe manual handling and office workplace ergonomics. We encourage our employees to
maintain a good posture, use safe lifting and carrying techniques and take time to stretch tired
muscles to avoid injuries.
OCCUPATIONAL SAFETY REPORTING
Safety is always a top priority for METRO. Our operational safety strategy aims to raise
awareness among employees that each individual bears responsibility for operational safety.
This is supported by a transparent group-wide reporting system in which we document all
incidents, near misses and non-conformities. Our incident management process is designed to
ensure that each case is reported in a timely manner. The reports are analysed and action is
taken based on the findings.
KPIS FOR OCCUPATIONAL SAFETY AND HEALTH
The Lost Time Injury Frequency Rate (LTIFR)12, that is, the total number of lost-time injuries per
1 million working hours, for the METRO/MAKRO national subsidiaries in financial year 2023/24
was 6.98 (2022/23: 6.62; 2021/22: 7.18). Incidents are investigated using a risk-based approach
to reduce risks and to minimise potentially negative effects.
Specially appointed employees examine incidents to understand their causes including
technical, behavioural, organisational and individual human factors. We share the findings
gained within METRO and endeavour to use the results of the investigations to improve
standards or implement best practices that can be applied on a broad basis to similar
workflows. Safety audits were conducted to measure compliance with the group-wide safety
guidelines (Operational Safety Management System).
HEALTH AND WELL-BEING
Our aspiration is to promote the physical, mental, social and financial well-being as well as the
health of our employees. At METRO AG, the following measures and offerings serve this
purpose:
•
METRO AG provides a total of 242 full-time places at 3 childminding facilities for
employees’ children.
•
Support for holiday childcare for employees’ school-age children
•
2 health days with many health checks and much information
•
Pension advice in conjunction with external partners
•
E-learning modules on the topics of resilience, avoiding burnout and dealing with finances
•
Yoga, sports and nutrition courses, as well as the opportunity to work out independently in
the company’s own gym on campus
•
In-company medical care including a range of preventive treatments, such as flu
vaccinations
•
Psychological counselling
•
Employee support programmes via external partners to help manage crisis situations
•
The topics of maintaining health, dealing with stress and resilience are also components of
our talent programmes
The national subsidiaries develop their own measures on the subject of the well-being of their
employees. In the previous financial year, there was a particular focus on the prevention of
musculoskeletal disorders. On the basis of a functional diagnosis of manual activities, METRO
Deutschland, for example, trained and advised its employees on health issues related to muscle
The key figure includes the METRO/MAKRO national subsidiaries. The FSD companies are not yet included for reasons of data availability,
among others.
12
To our shareholders
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and skeletal disorders. METRO France launched an appeal, encouraging its employees at the
stores to perform a warm-up routine before starting their daily work. For this purpose, a video
was produced that clearly demonstrates exercises that help prevent injuries.
Videos on workplace ergonomics were made available in all METRO languages.
Fair working conditions and social partnership
The METRO AG Declaration of Values on Human Rights and Environmental Concerns is crucial
in shaping our employee–employer relations. The declaration anchors the prohibition of child
labour, the prohibition of forced labour, occupational health and safety, freedom of association,
the prohibition of discrimination in employment and compliance with the respective minimum-
wage requirements in the structure of the company. A binding group guideline provides for the
establishment of the resulting specific rights and obligations. As a responsible company, we
have designed a risk management concept that is intended to effectively ensure that risks to
the protected legal positions are discovered and mitigated.
On a national and international level, METRO maintains constant communication with works
councils and unions and encourages management to engage in constructive and mutually
informative dialogue with our employees and their representatives. This dialogue results in
several collective employment agreements at the level of business units, countries or individual
stores – depending on local laws and customary practices. There is also the METRO Euro
Forum (MEF), our European Works Council.
Also, in a periodic social dialogue with the international trade union organisation UNI Global at
the global level, discussions include the commitment to fair working conditions and social
partnership.
Development of employee numbers
The table below shows the year-on-year development of employee numbers as an average for
the 4 quarters of the financial year and as of the closing date of 30 September, both based on
full-time equivalents:
Development of employee numbers by segment
Full-time equivalents, average
Full-time equivalents,
as of 30/9
2022/23
2023/24
2023
2024
METRO
84,336
81,496
81,834
80,951
Germany
11,425
11,174
11,350
10,970
West
24,748
24,462
24,616
24,399
Russia
9,414
9,295
9,003
9,070
East
32,376
30,323
30,474
30,394
Others
5,696
5,535
5,699
5,418
METRO AG
677
707
692
700
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Social matters
Respect for human rights
The principles of METRO include respect of all human rights, as set out in the United Nations’
Universal Declaration of Human Rights, the International Bill of Human Rights, the OECD
Guidelines for Multinational Enterprises, the UN Guiding Principles on Business and Human
Rights and the Declaration on Fundamental Principles and Rights at Work of the International
Labour Organization (ILO). This is manifested in our Declaration of Values on Human Rights and
Environmental Concerns, which applies to our own employees and to our business partners
within our supply chain. An attitude with similar values is also important to us on the part of our
business partners. Our goal is to identify and prevent violations of human rights in our own
business operations and in our supply chain. We also strive to systematically improve working
conditions in our supply chain. In the reporting period, we implemented, in accordance with our
management approach with regard to respecting human rights, the requirements of the
German Act on Corporate Due Diligence Obligations in Supply Chains (LkSG), which entered
into force in Germany in January 2023, for the METRO companies that are directly affected by
the LkSG. As a result, METRO AG, METRO Deutschland GmbH and METRO Logistik GmbH each
published its human rights strategy in the form of a policy statement for compliance with
human rights and protection of the environment and appointed designated human rights
officers. METRO AG has created matching responsibility structures in the national subsidiaries
and trained the local human rights ambassadors. In addition, METRO AG issued a group
guideline as an operational instruction for implementing the Declaration of Values on Human
Rights and Environmental Concerns and rolled out an e-training course on the protection of
human rights and environmental aspects, which is mandatory for all employees worldwide.
METRO Deutschland had already revised the content of its code of conduct in the previous
reporting period and made it a part of the contractual relationship with relevant suppliers.
Furthermore, all framework agreements for own-brand and brand suppliers and the
international standard logistics contracts contain a clause on the social standards. As a
responsible company, we have implemented corresponding processes and measures that help
us to enforce our requirements accordingly. In the reporting period, the companies subject to
the requirements of the LkSG introduced an IT-based social compliance risk management
system for supplier relationships with a differentiated risk analysis. Here, we determine, weight
and prioritise the risks to human rights and environmental protection on a regular and case-by-
case basis. For relevant contracting parties, abstract and, where necessary, specific risk factors
are used to classify and prioritise the risks in correlation with our options to exert influence. In
relation to our own business operations, a risk analysis was carried out by interviewing the
human rights ambassadors appointed for the respective group companies using a defined set
of questions, as well as by analysing reports from our whistle-blower system and on the basis of
our own research conducted by the human rights officers. In turn, the operational and strategic
human rights officer classify and prioritise the risk factors on the basis of the criteria of ability
to influence, seriousness, probability and reversibility of a potential violation as well as on the
basis of the nature of our contribution to the cause. METRO AG’s function as a group holding
and management entity results in a specific structure of contracting parties, the vast majority of
which are traditional service providers such as business consultancies, law firms or similar that
have their registered office in Germany rather than traditional goods suppliers. No fundamental
risks relevant to human rights and environmental matters were identified for these specific
contracting partners and for the company’s own business operations in the reporting period.
Regular analyses are nevertheless conducted to verify whether this investigation is up to date in
order to exclude potential risks or to identify and address them accordingly on an ongoing
basis.
In case of violations of our basic human rights principles, our employees can contact their
supervisors or the company’s compliance officers. Using a tool that is publicly accessible via the
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METRO compliance page, internal and external individuals, including stakeholders of our
suppliers, can report incidents and violations. It is important for us that our suppliers also are
familiar with the METRO complaint mechanism and provide information about it along the rest
of the supply chain. Corresponding measures to ensure that this is also implemented by our
suppliers have not been established. Reported incidents affecting our company will be
promptly investigated and processed by our experts to take appropriate action, if necessary.
We are also committed to working with our suppliers and within the group to remedy the
effects of the grievances, utilising joint initiatives and collaborating with stakeholders, and not
obstructing access to other legal remedies. To this end, we are working with a catalogue of
preventive measures and remedies aligned with the requirements of the LkSG. Depending on
the particular case, it is posted and tracked during risk classification of a supplier or, at the
latest, when a confirmed incident is reported. As part of the effectiveness analysis of our risk
management system, including measures and complaints procedures, we were able to
determine the effectiveness of the measures used and of our business processes. Particular
tools used to further this process were the way our organisation is structured, contract
adjustments, the use of supplier questionnaires, bilateral supplier dialogues for a more detailed
risk analysis, e-training for employees and relevant suppliers, requests for audit documents and
investigative interviews on existing complaints, including with third parties.
Global labour and social standards in the supply chain
In order to contribute to ensuring socially acceptable working conditions within our
procurement channels and to prevent potential infringements, the application of social-
standard systems in our own-brand supply chain is a key part of the purchasing process. We
pursue the approach of requiring own-brand producers to be audited by a third party, for
example in accordance with the supply chain management set out by the amfori BSCI, the
Sedex audit according to SMETA or equivalent social-standard systems. These audits may be
initiated by us, or we access audits initiated by other companies that are released to us for our
evaluation. This applies to all producers of certain typically human-rights-critical food
categories and industries, and to all producers in defined risk countries (based on the amfori
BSCI assessment) in which METRO SOURCING International Ltd. Hongkong (MSI) have
imported goods manufactured. It also applies to all above-referenced risky producers who
manufacture own brands or own imports for METRO. This risk assessment did not have to be
adjusted in connection with the Russian war in Ukraine, as it is universally applicable. Under
normal circumstances, we have audits regularly carried out on-site by external auditors in
accordance with the audit cycles of the social standards accepted by METRO. For many years
now, we have been working on the basis of a corresponding process for our non-food
producers13. We are gradually establishing this process analogously for all food and near-food
producers in the own-brand sector. To date, the process has been implemented entirely via
MSI’s food and near-food producers and the national subsidiaries METRO Deutschland and
METRO France. The national subsidiaries METRO Turkey, MAKRO Spain and METRO Pakistan
are continuously expanding their producer portfolios in the food and near-food process. Other
purchasing companies and national subsidiaries are preparing for implementation. Our goal is
to include our entire own-brand supply chain in this process by 2030, insofar as it is considered
risky in terms of potential human rights violations. The national subsidiaries are trained and
gradually integrated into the programme. During the reporting period, 12 national subsidiaries
refreshed their proficiency of the programme and/or trained new colleagues via online training
sessions.
The war in Ukraine has an impact on our supply chain. Taking the experience gained from
testing the resilience of the supply chain into account, we particularly consider responsible
This includes producers of commercial goods (non-food own-brand products and own non-food imports) in high-risk countries that carry
out the final value-creating production step, for example produce the final item of clothing.
13
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
57

procurement practices as the key to strengthening business relationships, ensuring business
continuity and protecting human rights in global value chains.
As of 30 September 2024, 412 of 466 reported active risky own-brand non-food producers14
and 117 of 191 corresponding food/near-food producers15 had undergone the audit process16.
Within this group, 100% (412) of non-food producers and 100% (117) of food/near-food
producers have passed the audit successfully. Effective 1 January 2019, non-food producers who
fail the audit can only be commissioned as METRO contracting parties if they achieve an
acceptable audit result. In other words, they have to receive an A, B or C for the amfori BSCI
assessment or successfully pass an audit that is acknowledged as equivalent. In exceptional
cases, D audits may also be permitted, if it can be demonstrated that the items that led to the D
result have been remedied, but no new audit has as yet been conducted. In addition, a D audit
may be permitted by way of exception, if according to the audit provider’s calculation system
an individual result in a non-critical performance area leads to an overall result of D, although
the individual assessment reveals only minor shortcomings and the overall assessment of the
performance is therefore acceptable. Until further notice, all food/near-food suppliers with
amfori BSCI D (and in exceptional cases also E) audit results (and corresponding equivalents of
other standards recognised by METRO) also qualify to be commissioned by METRO.
The verification of compliance with our requirements is performed via an internal IT-based
process management database, which provides an overview of the portfolio management of
the affected suppliers and the associated producers. The database is also used to monitor
compliance with contractual agreements during the initiation and suspension of business
relationships. Misconduct with regard to the so-called deal-breakers specified by METRO in the
course of ongoing business relations will trigger suspension of the supplier. Deal-breakers
include serious findings in the areas of child labour, forced labour, occupational safety hazards
with regard to fire safety and ethical behaviour. If misconduct is discovered at suppliers and
their producers concerning one of these areas, they are required by METRO to develop short-
term and long-term solutions to remedy the deal-breaker issue. New orders or follow-up orders
are suspended until the findings in the deal-breaker process have been resolved.
In order to contribute to the improvement of the social requirements in the production facilities
of our own brands and thus to further increase the proportion of valid social audits, MSI, MFS
and METRO Turkey work together with our local producers and support them with training
courses that serve to teach understanding and compliance with the social standards. By
training our own-brand suppliers on the implementation of fair labour conditions, we sensitise
them to comply with conditions and to avoid violations.
Corporate ethics and transparency17
The Management Board of METRO AG sets high standards for itself and its employees with
regard to integrity and ethical behaviour, as well as compliance with regulations and laws, in
order to achieve a trusting relationship with customers, shareholders, business partners and the
public by means of responsible corporate conduct. The strategic cornerstone of responsible
corporate action is the compliance management system, which is overseen by the Management
High-risk non-food producers are assessed using the following criteria, among others: inherent risk (producers located in a high-risk country
under amfori BSCI) as well as fact-based risk (critical incidents).
14
High-risk near-food producers are assessed using the following criteria, among others: inherent risk (producers located in a high-risk
country under amfori BSCI) as well as fact-based risk (critical incidents). High-risk food producers are assessed using the following criteria,
among others: I. inherent risk: a) producers located in a high-risk country, b) producers that make products from certain high-risk categories
of goods and/or sectors/industries, regardless of the risk status of the production country or c) governance and organisational structures:
staff made up primarily of women or migrant workers or seasonal/temporary workers, or workers without fixed or regular contracts or II.
fact-based risk (critical incidents).
15
For the key figures in the chapter on social matters, there may be variances from the consolidation group in financial reporting for reasons
such as data availability.
16
The compliance management system and the data protection organisation cover all operating group companies. Group companies without
sales or personnel are not included.
17
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
58

Board of METRO AG as an indispensable element of good corporate governance. It provides a
structure for permanent avoidance, detection and sanctioning of violations in the main risk
areas and is part of the governance, risk and compliance system (GRC system) alongside the
risk management system, the internal control system and Internal Audit. The group’s
Governance, Risk and Compliance Committee (GRCC) is chaired by the Chief Financial Officer
of METRO AG and regularly discusses methods and further developments of the GRC
subsystems. The GRC Committee also reports to and strategically involves the Management
Board and the Supervisory Board of METRO AG at least every 6 months.
Compliance – including the fight against corruption and bribery as well as
antitrust violations
METRO employs a group-wide compliance management system (CMS) to ensure compliance
with laws and a self-imposed code of conduct, including key risks such as combating corruption
and bribery as well as antitrust violations. The aim of the CMS is to systematically and
permanently prevent, detect and sanction violations within the company and to take measures
to achieve future compliance.
The METRO Business Principles are at the heart of our compliance initiatives and are firmly
anchored throughout the group particularly by ongoing training measures. The CMS is based on
the METRO Business Principles. Business Principle no. 2, for example, explicitly prohibits
corruption and bribery in dealing with business partners and authorities. Business Principle
no. 5 clarifies that the rules of fair competition must be respected. When setting up the CMS,
METRO was guided by the basic elements of such a system described in the IDW AuS 980
auditing standard (Principles for the Proper Performance of Reasonable Assurance
Engagements Relating to Compliance Management Systems). It operationalises the 7 CMS
elements on a risk basis applying a wealth of organisational, structural, procedural and
individual measures for all major group companies.
The Management Board of METRO AG and the management of the METRO group companies
demonstrate proper conduct. In addition to informal role model behaviour, frequent ‘tone from
the top’ messages are standard in the organisations. New members of management committees
and other executives undergo compliance onboarding at the beginning of their job. Indications
of compliance incidents are investigated in a clearly defined and objective process. It involves
all essential functions including compliance, legal, auditing and personnel.
The defined goal of the CMS is additionally implemented in the organisation via human
resources management tools. As part of the regular performance reviews, compliance aspects
are included in the evaluation.
Generally, the CMS compliance risks control is risk-based. As part of regular risk audits in the
respective units based on a standardised audit process, the compliance risks are continuously
checked for completeness and relevance. In addition, each relevant group unit is classified in 1
of 3 risk classes. External and internal indicators, such as Transparency International’s indices,
the number of employees, the results of examinations performed and compliance maturity in
past periods, are used for this purpose.
A compliance programme with different intensities is defined for each risk class. It is based on
the guidelines developed for each significant compliance risk and adopted by the Management
Board. When it comes to combating corruption and bribery, these are guidelines for dealing
with business partners, public officials and external consultants, including guidelines for a
business partner assessment. With regard to avoiding antitrust violations, this is an antitrust
guideline, which includes guidelines for conduct in the context of association activities and
other encounters with competitors.
The CMS is implemented by the compliance organisation. A compliance officer has been
appointed to each relevant METRO group company for this purpose, who reports directly to the
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
59

METRO AG Corporate Compliance department as part of M&A | Legal & Compliance. Corporate
Compliance keeps the concept and content of the CMS on a risk-appropriate level and provides
the concepts and tools for implementation in the METRO companies of each CMS element. The
disciplinary and technical leadership of the compliance officers takes place via institutionalised
reporting dates and target agreements. The compliance officers regularly report directly to the
management in their units. Moreover, identified key compliance risks are addressed in the
context of the other GRC subsystems and tracked in the systems there.
An IT-based whistle-blower system and separate report-processing offices in each relevant
group company provide employees and external third parties with an opportunity to provide
information (under the protection of anonymity, if preferred) on suspected or actual
misconduct and risks in the business segment of METRO and its direct and indirect suppliers.
All reported regulatory infringements, irrespective of whether the measures for ensuring
compliance with these rules fall within the area of responsibility of the compliance organisation,
are investigated and (where appropriate and necessary) sanctioned systematically by the CMS,
which relies on the compliance incident handling system operated by the compliance
organisation. Throughout the entire process, internal and external whistle-blowers are
protected through a strict role and authorisation concept, the application of a systematic need-
to-know approach in processing reports and the whistle-blower protection policy adopted by
the Management Board of METRO AG.
Compliance topics and measures are systematically communicated to the workforce through a
variety of channels in the company in a targeted manner. A core tool is compulsory compliance
training, which is either carried out in person or through e-training. In financial year 2023/24,
compliance training was executed in all group companies. The selection of employee groups to
be trained is risk-based. Practical content is taught in the training courses. A variety of other
communication formats are used in addition to training, such as compliance talks, posters,
flyers, intranet, department visits, function and leadership conferences as well as personnel
development events.
The METRO companies collaborate with a large number of external business partners. Before
entering into contractual relationships, a risk-based examination is performed to determine
whether there are reasons from a compliance perspective not to engage that party. Certain
groups of business partners, such as consultants with contact to public officials as part of the
order fulfilment, require an in-depth audit that is appropriate for the risk. A digital tool for
compliance auditing is available to all group companies for this purpose. The audit approach is
risk-based and the audit can be carried out in various degrees of intensity, for example in the
form of self-disclosure or by using external databases with relevant risk information.
Proper implementation of the defined risk-based measures for the implementation of the CMS
is ensured through frequent KPI reporting. Based on KPI reporting, a compliance maturity level
is determined annually, which in turn is incorporated into risk classification and definition of
measures. The efficacy of our internal compliance controls is regularly assessed by our Internal
Audit unit. As part of METRO’s GRC approach, the Group Audit department evaluates the
effectiveness of the group-wide CMS every year. This assessment is presented to the
Management Board and the Supervisory Board as part of the regular reporting on compliance
issues.
Overall, METRO has implemented far-reaching processes and measures that are meant to
ensure an appropriate level of compliance maturity.
Protection of personal data
The protection of personal data of customers, employees and business partners is a high
priority for METRO. This is particularly true considering the fact that corporate processes are
increasingly being digitalised, requiring data collection, processing and storage.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
60

METRO always undertakes to comply with the respective data protection laws of the countries
in which METRO is active. In addition, METRO has a group-wide data protection organisation
with various responsibilities as well as a binding privacy policy that contains uniform standards
for the handling of personal data and is binding for all group companies. In addition, national
laws apply. For companies operating in Europe, this includes, in particular, provisions for
dealing with the General Data Protection Regulation (GDPR). This is intended to ensure the
continuous and comprehensive monitoring of compliance with data protection regulations
within the group. In the reporting period, the training concept was revised and new training
formats were offered within the group. A special auditing programme was developed for
departments working with sensitive customer data.
Customers
In the interest of our customers, we – as a wholesaler – are responsible for compliance with
recognised product safety and quality standards. In this regard, the main focus is on our own
brands, which comprise food, non-food and near-food items, because this is where we have the
greatest influence. This is also reflected in our sCore strategy, which aims to increase the
proportion of our own brands to more than 35% by 2030.
Product quality and safety
The foundation for ensuring perfect product safety and quality is our METRO Quality Policy
along with our global METRO Quality Approach, which was introduced in all METRO companies.
18 A management system has been established to monitor the above-mentioned processes and
to ensure the effectiveness of implementation of the global METRO quality standards. All
METRO units must be audited on the basis of a risk assessment with an acceptable result of at
least 75% or, alternatively, undergo an intensive development plan monitored by the Quality
Assurance department.
Top management is involved in the processes. For example, the Management Board is informed
once per year by means of a quality assurance report, which contains all KPIs and
measurements relevant for product quality and safety.
We take various measures to ensure a uniform level of product quality and safety. To ensure
that our own-brand products meet the needs and requirements of our customers, we
continuously enhance, for instance, our range of own-brand products together with
professional chefs. Furthermore, we collaborate with selected suppliers to offer safe, compliant
and high-quality own-brand products. All METRO own-brand suppliers must be certified in
accordance with one of the internationally recognised standards, for example GFSI or ISO, or
pass the METRO Food Safety and Quality Audit based on our METRO Assessment
Solution (MAS) checklist. In addition, all relevant quality and legal requirements are set out in
detailed product specifications.
The quality assurance process for our own-brand products, including the development and
approval of specifications, is handled by means of a tailored METRO IT tool (MQuality). The IT
tool helps us optimise our processes and appropriately monitor the implementation of the
quality system. To this end, the employees of the Quality Assurance department also receive
regular training via special communication channels on current issues related to product quality
and safety.
For the avoidance of product safety and quality risks, we work with renowned laboratories and
certification authorities to review and evaluate our own-brand products as well as to ensure
improvements on an ongoing basis.
They include the METRO/MAKRO companies and the FSD companies, except the Günther group.
18
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
61

2
ECONOMIC REPORT
2.1 Macroeconomic and sector-specific parameters19
The global economy was shaped by the geopolitical tension in financial year 2023/24. It
expanded at a similar pace to the previous year (cf. table ‘Development of gross domestic
product by METRO region’). The German economy declined slightly. Economic development in
many countries of the region West also lost momentum. Overall, the region recorded real
economic growth. The countries in the Iberian peninsula enjoyed comparatively high economic
growth, even though it was down on the previous year. In the region East, in contrast, growth
outpaced the previous year. However, performance in the region varied from country to
country. The Russian economy performed significantly more strongly than in the previous year.
Its rapid growth is attributable to the war economy, among other factors.
Development of gross domestic product by METRO region
Change in % compared to the previous year
2022/231
2023/242
World
2.6
2.7
Germany
0.0
−0.2
West
1.5
1.1
Russia
1.8
4.3
East
2.4
2.7
Real GDP growth based on USD. The values are based on the financial year. Source: Oxford Economics.
1
The previous year’s figures may slightly deviate from Annual Report 2022/23, since retrospective corrections are being made by the data
provider.
2
Outlook.
The performance of private consumption in Germany was positive at a low level. Private
consumption also grew in the regions West and East, but the pace was down on the previous
year. Unlike in the region East, it expanded more slowly than real gross domestic product in the
region West. Private consumption was once again absent as a driver of macroeconomic growth
for Germany and the region West.
Inflation weakened in the course of the financial year. The inflation rate in Germany and
Western Europe was below 3% for the year. The stable decline in inflation prompted the
European Central Bank to cut interest rates several times in order to revive the economy. In the
region East, which had recorded double-digit inflation rates in all countries in the previous year,
the inflation rate retreated to single-digit figures. Exceptions are Turkey and Pakistan, which
continue to have very high inflation, despite declines in inflation rates.
Falling energy prices and a slowdown in food price increases have contributed to the decline in
inflation in Germany and the regions West and East. In Russia, by contrast, inflation accelerated,
driven by the strong economic growth.
In view of the significant decline in inflation, consumer confidence recovered continuously in
the countries of the European Union and the Eurozone in the course of the financial year and
was most recently only just below the long-term average.
Regardless of economic parameters, sales in the hospitality industry delivered a positive
nominal performance, but the rates of growth slowed significantly compared to the previous
year. In some countries in Western and Eastern Europe, the hospitality industry nevertheless
saw relatively high growth rates for the year as a whole. In Germany, nominal sales development
The underlying data was collected as of the closing date on 22 October 2024. The reliability of statistics for Russia is limited because, on
the one hand, the effects of the war and the associated sanctions are difficult to assess, even in the past financial year, and, on the other
hand, data from the Russian authorities is only released selectively.
19
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
62

was majorly impacted by the increase in value added tax as of 1 January 2024. As a result, price
increases for out-of-home consumption have been markedly higher than food inflation since the
beginning of the calendar year. Consequently, Germany’s hospitality industry did not expand in
real terms and price-adjusted sales continue to be below pre-pandemic levels.
2.2 Asset, financial and earnings position
Overall statement by the Management Board of METRO AG on the
business development and situation of METRO
The Management Board looks back on another successful financial year within the framework of
expectations. In a challenging environment, the implementation of the sCore growth strategy
continued and the company improved its market position. The consistent focus on the
implementation of the sCore strategy paid off and we made significant progress in the
strengthening of delivery, in the online business and in the optimisation of the wholesale
approach of our stores.
Financial year 2023/24 was characterised by a challenging environment due to the geopolitical
situation and rising costs. We have further bolstered the delivery business portfolio with the
acquisitions of Caterite (Great Britain), Donier Gastronomie (Finland) and Fisk Idag (Sweden).
Sales reached the upper half of the outlook range. Growth was driven by all segments and all
sales channels. As expected, adjusted EBITDA declined; due to the continuing transformation
requirements in the wholesale business, persistent cost pressure and the expiry of post-
transaction effects, it is at the lower end of the outlook range. As a result, the reported earnings
per share (EPS) are €−0.33 (2022/23: €1.21). The previous year’s earnings were to a significant
extent influenced by the sale of part of the METRO Campus, the sale of the Indian business and
non-cash currency effects in the net financial result. In accordance with our dividend policy
(payout ratio of 45% to 55% of EPS), the Management Board and the Supervisory Board
propose to the Annual General Meeting not to pay a dividend for financial year 2023/24.
Financial and asset position
Financial management
Principles and objectives of financial activities
METRO AG centrally performs the management of the group’s financing activities. It ensures
solvency of the group at all times, reduces financial risks where economically feasible and
grants loans to group companies. The objective is to cover the financing requirements of the
group companies cost-effectively and in sufficient amounts via the international banking and
capital markets as well as utilising internal group cash pool structures. The financial activities
are based on a financial budget for the group, which covers all relevant companies. The
selection of financial products is generally based on the maturities of the underlying
transactions.
•
For more information about the risks stemming from financial instruments and hedging
relationships, see the notes to the consolidated financial statements in no. 39 –
management of financial risks.
Rating
METRO AG has an investment grade rating (long term: BBB−/short term: A-3) from Standard &
Poor’s with a stable outlook. The rating ensures access to the international financial and capital
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
63

markets, which is particularly utilised within the scope of the Euro Commercial Paper
Programme and the ongoing capital market bond programme as needed. Frequent dialogue
with credit investors and analysts takes place.
Financing measures
The company’s medium-term and long-term financing needs are covered by a bond issuance
programme. On 7 March 2024, a new bond with a nominal volume of €500 million, a term of
5 years and a 4.625% coupon was successfully placed on the capital market. On 10 July 2024, a
matured bond of €51 million was redeemed. As of 30 September 2024, the utilised bond
issuance programme amounted to a total of €1,150 million (30/9/2023: €701 million).
Short-term financing requirements are primarily covered through the Euro Commercial Paper
Programme as well as bilateral credit lines. As of 30 September 2024, utilisation of the
Commercial Paper Programme was €76 million (30/9/2023: €225 million) and that of the
bilateral credit lines €54 million (30/9/2023: €112 million).
As a cash reserve, METRO AG concluded a syndicated credit facility of €1,000 million and
additional bilateral credit facilities of €100 million. There was no drawdown during the
reporting period.
•
For more information about financing programmes and credit facilities, see the notes to
the consolidated financial statements in no. 32 – financial liabilities (excluding liabilities
from leases).
Investments/divestments
In financial year 2023/24, METRO invested €1,196 million and is thus €49 million above the
previous year’s investment volume of €1,147 million.
The increase in investments resulted largely from lease extensions for numerous locations in
Germany, while in the previous year the value of lease extensions had been lower, especially in
the segment West. In addition, investments continued to be made in financial year 2023/24 in
the delivery business and the transformation of wholesale stores to multichannel fulfilment
centres, which are a significant pillar of the sCore strategy. The conversions will expand delivery
capacities in a targeted manner and ensure the efficient dovetailing of the sales channels.
The focus on sustainability and digitalisation was maintained in financial year 2023/24 and
significant investments were made.
The FSD companies Fisk Idag, Donier Gastronomie and Caterite were acquired in the segment
West; the previous year had seen the takeover of Johan i Hallen & Bergfalk in the same
segment. By making these acquisitions, METRO is expanding its food service expertise as well
as its presence in Sweden, Finland and Great Britain.
The number of wholesale stores declined by 1 to 624 stores in financial year 2023/24, as
1 wholesale store in Turkey was damaged in an earthquake and had to be closed.
Proceeds from divestments amount to €101 million and mainly relate to real estate disposals.
•
For more information about divestments, see the cash flow statement in the consolidated
financial statements as well as the notes to the consolidated financial statements under
no. 37 – notes to the cash flow statement.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
64

METRO investments
Change
€ million
2022/23
2023/24
absolute
%
Germany
91
297
206
226.4
West
562
349
−213
−38.0
Russia
60
38
−22
−36.6
East
237
342
105
44.2
Others/consolidation
197
170
−27
−13.6
METRO
1,147
1,196
49
4.2
Liquidity (cash flow statement)
Cash inflow from operating activities amounted to €1,079 million in financial year 2023/24
(2022/23: cash inflow of €721 million). The improvement is mainly attributable to the net
working capital.
Investing activities led to cash outflow of €221 million (2022/23: cash outflow of €46 million).
Cash outflows for investments, which were on a level with the previous year, were set against
lower cash inflows from divestments. The high inflows in the previous year were primarily
related to real estate disposals.
Cash flow from financing activities exhibited a cash outflow of €625 million (2022/23: cash
outflow of €820 million). This figure includes mainly lease disbursements in an amount of
€573 million (2022/23: €591 million) and the proceeds and redemption of borrowings. Dividend
payments to METRO shareholders amounted to €201 million (2022/23: €0 million). The cash
flow from financing activities improved by €297 million, mainly as a result of cash inflows from
the bond issuance programme and the commercial paper programme. In the previous year,
these programmes had led to outflows of €275 million.
Total cash flows amount to €233 million (2022/23: €−145 million).
•
For more information, see the cash flow statement in the consolidated financial
statements as well as no. 37 – notes to the cash flow statement.
The free cash flow is derived from the cash flow statement according to the following overview.
METRO has introduced this key figure to show the funds generated in a period, which are
primarily available for the repayment of debt, payment of dividends and for company
transactions.
Free cash flow
€ million
2022/23
2023/24
Cash flow from operating activities
721
1,079
Investments without (investments in) monetary assets
−550
−537
Divestments
317
101
Lease payments
−591
−573
Interest paid and received
−26
−48
Other financing activities
−17
−45
Free cash flow
−147
−24
Capital structure
As of 30 September 2024, the METRO balance sheet reports equity in the amount of €1.7 billion
(30/9/2023: €2.0 billion).
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
65

Equity was down, largely because of the dividend payment of €201 million and the loss for the
period of €125 million.
The equity ratio stands at 14.2% (30/9/2023: 17.4%).
•
For more information about our equity, see the notes to the consolidated financial
statements in no. 27 – equity.
Net debt developed as follows:
€ million
30/9/2023
30/9/2024
Cash and cash equivalents
591
794
Current financial investments1
21
22
Financial liabilities (including liabilities from leases)
3,663
4,019
Net debt
3,051
3,203
1
Shown in the balance sheet under other financial assets (current).
•
For more information about the maturity, currency and interest rate structure of financial
liabilities as well as the credit facilities, see the notes to the consolidated financial
statements in no. 32 – financial liabilities (excluding liabilities from leases) as well as
no. 37 – notes to the cash flow statement.
Financial liabilities rose, mainly due to lease extensions and indexations as well as the issuance
of a bond; redemptions of commercial papers had an offsetting effect. Current financial
liabilities increased as some liabilities approached maturity. Trade liabilities increased by
€0.1 billion, primarily for currency-related reasons.
Compared to 30 September 2023, the debt ratio increased from 82.6% by 3.1 percentage points
to 85.8%.
€ million
Note no.
30/9/2023
30/9/2024
Non-current liabilities
3,526
3,569
Provisions for post-employment benefits plans and similar obligations
28
351
405
Other provisions
29
166
142
Financial liabilities
30, 32, 34
2,838
2,866
Other financial and other non-financial liabilities
30, 33
80
71
Deferred tax liabilities
21
90
85
Current liabilities
6,100
6,498
Trade liabilities
30, 31
3,667
3,813
Provisions
29
305
297
Financial liabilities
30, 32, 34
825
1,153
Other financial and other non-financial liabilities
30, 33
1,098
1,058
Income tax liabilities
30
205
176
•
For more information about the development of liabilities, see the notes to the
consolidated financial statements in the numbers listed in the table. Information about
contingent liabilities and other financial liabilities can be found in the notes to the
consolidated financial statements in no. 40 – contingent liabilities and no. 41 – other
financial commitments.
Asset position
In financial year 2023/24, METRO’s total assets increased by €0.1 billion to €11.7 billion (30/9/
2023: €11.6 billion).
Factors contributing to the €0.3 billion rise in property, plant and equipment were primarily
investments due to lease extensions and indexations.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
66

The sale of the remaining shares in WM Holding (HK) Limited, and therefore METRO’s former
business in China, contributed to the decrease in assets held for sale and other financial and
other non-financial assets.
€ million
Note no.
30/9/2023
30/9/2024
Non-current assets
6,929
7,192
Goodwill
17
712
721
Other intangible assets
17
623
632
Property, plant and equipment
18
5,091
5,364
Investment properties
19
106
86
Financial assets
71
59
Investments accounted for using the equity method
97
97
Other financial and other non-financial assets
20
78
57
Deferred tax assets
21
151
176
Current assets
4,718
4,544
Inventories
22
2,242
2,258
Trade receivables
23
674
688
Financial assets
1
1
Other financial and other non-financial assets
20
938
721
Entitlements to income tax refunds
92
83
Cash and cash equivalents
25
591
794
Assets held for sale
26
180
0
•
For more information about the development of non-current and current assets, see the
notes to the consolidated financial statements in the numbers listed in the table.
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Notes
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METRO ANNUAL REPORT 2023/24
67

Earnings position
Overview of group business development
In financial year 2023/24, sales in local currency increased by 4.2%. Growth was driven by all
segments and all sales channels. Despite negative portfolio effects20, sales in local currency in
store-based business rose to €22.9 billion (+0.8%), delivery sales to €7.9 billion (+14.7%) and
METRO MARKETS sales to €0.2 billion (+49.3%). Reported sales increased by 1.6% to
€31.0 billion, driven to a major extent by negative currency effects, especially in Russia and
Turkey.
The adjusted EBITDA declined to €1,058 million in financial year 2023/24 (2022/23:
€1,174 million). The sales growth from sCore generally lead to EBITDA growth. Offsetting effects
in financial year 2023/24 included the continuing transformation requirements in the wholesale
business, the expiry of licence earnings from WM Holding (HK) Limited in the previous year and
other post-transaction effects (segment Others) as well as cost pressure. Adapted for exchange
rates, adjusted EBITDA declined by €78 million compared to the previous year’s period. There
were negative currency effects primarily in Russia and in Turkey.
In financial year 2023/24, transformation gains of €22 million (2022/23: transformation gains of
€153 million) were recognised from previous portfolio measures. In the previous year,
transformation gains had resulted in particular from the sale of the business in India.
Earnings contributions from real estate transactions amounted to €42 million (2022/23:
€208 million); they were primarily the result of 2 real estate transactions in Turkey. In the
previous year, the earnings contribution from real estate transactions had mainly included the
sale of part of the METRO Campus. The EBITDA reached a total of €1,122 million (2022/23:
€1,534 million).
€ million
2022/23
2023/24
Change
Sales
30,551
31,029
1.6%
Adjusted EBITDA
1,174
1,058
−9.9%
Transformation costs (+)/transformation gains (−)
−153
−22
85.9%
Earnings contributions from real estate transactions
208
42
−79.7%
EBITDA
1,534
1,122
−26.9%
In financial year 2023/24, METRO made good progress with the implementation of the strategy
in the countries. This is also reflected in the strategic KPIs that METRO uses to implement the
sCore strategy:
Multichannel sales development (in € million)
2022/23
2023/24
Store-based and other business
23,342
22,923
FSD
7,099
7,942
METRO MARKETS sales
110
165
sCore KPIs (%)
2022/23
2023/24
Strategic customer sales share
74
76
Own-brand sales share
22
24
Stock availability
96
97
FSD sales share
23
26
Digital sales share
11
14
Sale of METRO India (completed on 11 May 2023).
20
To our shareholders
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Notes
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METRO ANNUAL REPORT 2023/24
68

Comparison of outlook with actual business developments
For financial year 2023/24, METRO had forecast year-on-year sales growth of around 3% to 7%
(2022/23: 9%21) and a change in adjusted EBITDA of between €−100 million and €50 million.
The outlook was based on the assumption of stable exchange rates and no further adjustments
to the portfolio. Segment expectations were adjusted in Q3 2023/24 due to continuing high
volatility and inflation. The overall outlook was left unchanged. A significantly smaller inflation
effect was expected than in the previous year. We expected growth to be driven by all
segments and all channels. All strategic KPIs were expected to undergo positive development.
Sales growth in the segment Germany was expected to be below the outlook range. For the
segment West, sales growth within the outlook range was expected, while the segments Russia
(originally: at approximately the level of the previous year), East and Others were anticipated to
be above the outlook range.
With total sales growth in local currency of 5.9%21, METRO achieved this target in the upper
half of the outlook range (3% to 7%). In Germany, sales growth was below the outlook range, as
expected, while growth in the segment West was slightly below expectations; this was
attributable to persistent headwinds in the HoReCa sector anddelayed start to the summer
season. Russia, the segment East and the segment Others grew above the outlook range. In the
outlook view (currency- and portfolio-adjusted), all segments and delivery channels contributed
to the growth.
Adjusted EBITDA decreased by €67 million21 in financial year 2023/24 in the outlook view and
thus reached the lower end of the outlook range (change of between €−100 million and
€50 million). In the segments Germany and West, adjusted EBITDA fell slightly short of
expectations due to sales-related factors, while adjusted EBITDA in the segment East was
moderately higher, as forecast. In Russia, adjusted EBITDA rose slightly, as forecast (originally:
moderate decline). As forecast, adjusted EBITDA declined strongly in the segment Others due
to the expiry of licence earnings from WM Holding (HK) Limited in the previous year and other
post-transaction effects.
METRO achieved the sales and EBITDA targets for financial year 2023/24 within the outlook
range.
Sales and earnings development of the segments
In Germany, sales in local currency increased by 0.7% in financial year 2023/24. Implementation
of the sCore strategy made good progress, although the segment Germany continues to be in a
transformation phase. Reported sales increased to €4.9 billion.
In the segment West, sales increased by 2.0% in financial year 2023/24. In particular Spain and
Italy as well as the delivery specialists contributed to this rise. The positive sales development
with HoReCa customers was negatively impacted by the delayed start to the summer season
due to weather conditions, especially in France. Reported sales increased to €12.8 billion.
In Russia, sales in local currency in financial year 2023/24 increased significantly by 14.2%. In
the previous year, business had been significantly affected as a result of the cyberattack. Due to
negative currency effects, reported sales declined by 2.9% to €2.4 billion.
In the segment East, sales in local currency increased significantly by 6.1%. This includes a
negative portfolio effect22 of around 5 percentage points. Almost all countries, in particular
Romania, Ukraine, the Czech Republic and Bulgaria, contributed to this positive development,
driven primarily by the clearly positive development of the business with strategic customers.
The largest increase in sales was recorded in Turkey, which was heavily supported by inflation.
Exchange-rate- and portfolio-adjusted.
21
Sale of METRO India (completed on 11 May 2023).
22
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METRO ANNUAL REPORT 2023/24
69

Because of negative currency effects, especially in Turkey, reported sales increased by 2.0% to
€10.6 billion.
In the segment Others, sales increased by €56 million to €268 million and include in particular
METRO MARKETS sales of €165 million (2022/23: €110 million). This increase was driven by the
growth of the marketplace, particularly in France, Spain and Italy. The sales of DISH Digital
Solutions, which amounted to €44 million (2022/23: €35 million), also made a significant
contribution to growth (+>20%).
As of 30 September 2024, the store network comprised 624 stores, of which 522 were out-of-
store (OOS)23 locations, and 94 depots.
•
Detailed information on the store network can be found in chapter 1.1 group business
model.
METRO key sales figures 2023/24
In year-on-year comparison
Sales (in € million)
Change in % compared with the previous year’s period
2022/23
2023/24
in group
currency (€)
Currency effects
in percentage
points
in local currency
METRO
30,551
31,029
1.6%
−2.6%
4.2%
Germany
4,897
4,933
0.7%
0.0%
0.7%
West
12,573
12,819
2.0%
0.0%
2.0%
Russia
2,510
2,438
−2.9%
−17.1%
14.2%
East
10,359
10,571
2.0%
−4.0%
6.1%
Others
213
268
–
–
–
In Germany, the adjusted EBITDA in financial year 2023/24 decreased to €111 million (2022/23:
€137 million). This was due to expected cost inflation and continued investments in price
positioning in a deflationary environment.
In the segment West, the adjusted EBITDA in financial year 2023/24 increased to €616 million
(2022/23: €614 million). The increase is particularly attributable to the strong sales
development compared to the previous year. The expected cost inflation had the opposite
effect.
The adjusted EBITDA in Russia amounted to €143 million in financial year 2023/24 (2022/23:
€152 million). Adjusted for currency effects, adjusted EBITDA increased by €13 million, bearing
in mind that the previous year had been negatively affected by the cyberattack.
In the segment East, the adjusted EBITDA in financial year 2023/24 increased to €408 million
(2022/23: €394 million). Adjusted for currency effects, adjusted EBITDA increased by
€31 million for sales-related reasons. Transformation gains of €150 million had been recognised
in the previous year, in particular from the sale of the business in India. In the absence of
transformation gains, EBITDA fell to €410 million (2022/23: €544 million).
The adjusted EBITDA in the segment Others amounted to €−221 million in financial year
2023/24 (2022/23: €−133 million). In the previous year, adjusted EBITDA had until April 2023
benefited from licence earnings from the partnership with WM Holding (HK) Limited and other
post-transaction effects, which were not repeated to a similar extent in financial year 2023/24.
Further investments in digitalisation were made in the reporting period. Earnings contributions
from real estate transactions amounted to €39 million (2022/23: €203 million) and were
primarily the result of 2 real estate transactions in Turkey in Q1 2023/24. The previous year’s
figures had included the sale of part of the METRO Campus. Transformation gains from
OOS refers to the existing METRO store network and includes METRO stores that supply from the store as well as stores that operate their
own depot in the store.
23
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METRO ANNUAL REPORT 2023/24
70

previous portfolio measures of €21 million (2022/23: €2 million) were generated. EBITDA stood
at €−160 million (2022/23: €72 million).
Adjusted EBITDA
Transformation costs
(+)/transformation gains (−)
Earnings contributions
(+) from real estate
transactions
EBITDA
€ million
2022/23
2023/24
Change
2022/23
2023/24
2022/23
2023/24
2022/23
2023/24
Total
1,174
1,058
−116
−153
−22
208
42
1,534
1,122
Germany
1371
111
−27
0
0
0
0
1371
111
West
614
616
1
−1
0
5
1
620
617
Russia
152
143
−9
0
0
0
0
152
143
East
394
408
14
−150
0
0
1
544
410
Others
−1331
−221
−88
−2
−21
203
39
721
−160
Consolidation
10
2
−8
0
0
0
0
10
2
1
Shift in the way prior-year figures are reported between the segments Germany and Others in an amount of €2 million due to the reclassification of a
company.
To our shareholders
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METRO ANNUAL REPORT 2023/24
71

Depreciation, financial result and taxes
€ million
Note no.
2022/23
2023/24
EBITDA
1,534
1,122
Depreciation/amortisation/impairment
14
939
918
Reversals of impairment losses
3
14
Earnings before interest and taxes (EBIT)
598
218
Other investment result
8
−38
11
Interest income/expenses (net interest)
9
−160
−168
Other financial result
10
209
−96
Net financial result
11
−253
Earnings before taxes (EBT)
609
−35
Income taxes
12
−170
−90
Profit or loss for the period
439
−125
Depreciation/amortisation/impairment
Depreciation and amortisation are slightly up on the previous year, mainly because of rent
increases in the leased store portfolio. Impairment losses included in the depreciation/
amortisation/impairment item are significantly down on the prior-year figure, amounting to
€53 million; they relate primarily to property, plant and equipment and goodwill. They are offset
by reversals of impairment losses in an amount of €14 million.
Net financial result
Compared to the prior-year period – in which significant non-cash positive measurement effects
resulted from intragroup rouble positions – changes in the exchange rate of the rouble did not
have any comparable impact in the reporting period. The other investment result relates
primarily to fair-value measurements. While impairment losses had to be recognised on WM
Holding (HK) Limited in the previous year, the net effects recorded in the year under review
were slightly positive.
Taxes
The current tax expense of financial year 2023/24 is mainly attributable to the profitable
national subsidiaries and to withholding tax on licences. This was offset by high deferred tax
income resulting from a change in local legislation in Turkey, which now also takes
hyperinflationary effects into account. The previous year’s pre-tax result had been influenced by
tax-free currency effects of the Russian rouble, the largely tax-free sale of parts of the METRO
Campus and the business in India, and this had resulted in lower tax in relation to earnings.
Profit or loss for the period and earnings per share
The loss for the period in financial year 2023/24 was €125 million, €564 million lower than the
profit for the period of the previous year (2022/23: €439 million).
After deduction of the profit shares attributable to non-controlling interests, the loss for the
period attributable to the shareholders of METRO AG is €120 million (2022/23: profit of
€439 million).
On this basis, METRO achieved earnings per share of €−0.33 in financial year 2023/24
(2022/23: €1.21).
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METRO ANNUAL REPORT 2023/24
72

3
OUTLOOK REPORT
METRO’s outlook report takes account of relevant facts and events that were known at the time
of preparing the consolidated financial statements and may influence future business
developments. The outlook report on economic conditions is based on the analysis of primary
data for early detection that are based on expert assessments. Major variances from these
assumptions may lead to significant changes. As a result, all forecasts are subject to a high
degree of uncertainty. The statements made for this report refer to the closing date at the end
of October 2024. New developments since then may have rendered them obsolete.
Macroeconomic parameters
The global economy continued to be shaped by geopolitical tensions in financial year 2023/24.
As it is difficult to predict the further course of events in the various crisis situations, all
forecasts of how the economic conditions will evolve are subject to an extraordinarily high
degree of uncertainty. We expect the global economy to grow at a similar level to the previous
year in financial year 2024/25.
The German economy will not experience any significant revival in financial year 2024/25
either. Despite slightly negative growth in the previous year, we anticipate that the German
economy will record no growth in financial year 2024/25, meaning that, in our expectation, the
world’s third largest economy will fail to grow for the 3rd year in succession. Likewise, we
anticipate that the regions West and East will achieve only sluggish growth in financial year
2024/25, similar to the previous year. This means that economic growth in the region will again
fall short of the growth rates before the outbreak of Russia’s war in Ukraine. Because the
countries in the region East are directly impacted by the war to varying degrees, development
on a country level will continue to be very different. For Russia, current forecasts predict that
economic momentum will slow, although the Russian economy will continue to expand. Since
sanctions on Russia continue to be in place, Russia still has to produce a large number of
consumer products and war materials itself.
Changes in inflation remain a key factor impacting on economic development. A decline or
stabilisation of inflation within their target corridors allows central banks to loosen restrictive
monetary policy and provide stimulus for the economy and private consumption by cutting
interest rates. Current forecasts predict a decline in inflation for most countries. Because of
high wage settlements, core inflation remains the key driver of inflation in many countries. By
contrast, increases in food and energy prices are expected to be below the overall rate of
inflation. Given the poor performance of the economy, we anticipate further cuts in interest
rates in the Eurozone while inflation continues to be low. The Turkish government has launched
an austerity programme to fight hyperinflation and reduce the very high interest rates in the
medium term. Russia’s overheated war economy is expected to maintain inflationary pressure
and give the central bank little scope for interest rate cuts.
On the back of increased consumer confidence, growth in private consumption in Germany and
the region West in financial year 2024/25 will outpace the previous year. The increase in private
consumption is anticipated to exceed growth in Germany’s gross domestic product. For Russia
and the countries of the region East excluding Turkey, we expect stronger growth in private
consumption, broadly on a level with the previous year. For Turkey, current forecasts predict a
more pronounced decline in private consumption because inflation is still high.
The table below shows our GDP outlook by our regions.
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METRO ANNUAL REPORT 2023/24
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Outlook development of gross domestic product by region1
Change in % compared to the previous year
2024/25
2025/26
World
2.8
2.9
Germany
0.3
1.1
West
1.2
1.4
Russia
2.0
0.9
East
2.5
3.0
Real GDP growth. The values are based on the financial year. Source: own assumptions, based on Oxford Economics, among others.
1
Outlook as of October 2024.
Outlook of METRO
The outlook is based on the assumption of stable exchange rates without further adjustments
to the portfolio and before transformation costs according to the new definition
(transformation costs expected in 2024/25: up to €150 million). The geopolitical situation is
expected to remain unchanged. The expectations for the further macroeconomic development
are explained in the chapter on macroeconomic parameters. The relevant opportunities and
risks that could influence the outlook are explained in the opportunities and risk report.
Sales
The Management Board expects a total sales growth of 3% to 7% (2023/24: 6%, absolute sales
of €31 billion)24 for financial year 2024/25. Growth will be driven by all segments. In view of the
persistently high volatility, sales in the segment Russia are expected to grow within the
guidance range. The segments Germany and West are expected to grow below the guidance
range, while growth above the guidance range is likely in the segments East and Others.
Earnings
In addition, the Management Board anticipates a slight increase in adjusted EBITDA (Basis of
comparison from 2023/24: €1,100 million, based on €1,058 million24 and additionally
transformation costs around €40 million according to the new definition). The sales growth
from sCore generally leads to EBITDA growth. However, this will be offset in financial year
2024/25 by persistently high cost inflation. In the segments Germany and Russia, adjusted
EBITDA is expected on a level with the previous year. In the segment West, adjusted EBITDA
will rise slightly, while the adjusted EBITDA will decrease slightly in the segment Others. In the
segment East, adjusted EBITDA will grow moderately.
Exchange-rate- and portfolio-adjusted.
24
To our shareholders
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METRO ANNUAL REPORT 2023/24
74

4 OPPORTUNITIES AND RISK REPORT
Risk management system and internal control system
A prerequisite for the long-term success of our company is to identify opportunities and risks at
an early stage and to exploit or manage them.
The Management Board of METRO AG bears overall responsibility for an effective risk
management system (RMS) and an effective internal control system (ICS).
The RMS and the ICS of METRO are implemented by the Group Governance department based
on the recommendations of the Committee of Sponsoring Organizations of the Treadway
Commission (COSO) and the requirements of the audit standards 981, 340 and 982 of the
Institut der Wirtschaftsprüfer in Deutschland e.V. (IDW, Institute of Public Auditors in Germany).
The management systems consist of the elements described in the following:
Risk management system and internal control system
Objectives of the RMS and ICS
The overarching objectives of the RMS and ICS are to protect assets and support sustainable
growth for METRO. The RMS supports these objectives through systematic reporting on
opportunities and risks. It facilitates informed decisions and creates transparency. The ICS
supports the aforementioned objectives by creating reliable operational and financial processes
in order to ensure the accuracy, completeness and timeliness of financial reporting in particular
and compliance with laws and guidelines.
Organisation of the RMS and ICS
Group-wide RMS and ICS tasks and responsibilities are clearly defined and reflect our corporate
structure. We combine centralised business management by the management holding company
METRO AG with the decentralised responsibility of the local management of METRO national
subsidiaries and the service companies that support the operational business. The group’s
Governance, Risk and Compliance Committee (GRC Committee) coordinates the risk
management system, the internal control system, the compliance management system (CMS) as
well as Internal Audit. This organisational structure is based on the governance elements
identified in § 107 Section 3 of the German Stock Corporation Act (AktG) as well as the German
Corporate Governance Code. The GRC Committee is chaired by the Chief Financial Officer of
METRO AG and regularly discusses methods and further developments of the aforementioned
management systems. The structural and procedural organisation of the RMS and the ICS are
clearly defined in the relevant guidelines and implemented throughout the group.
•
Details on the description of the main features of the CMS can be found in chapter 1.3
combined non-financial statement of METRO AG.
Risk management process
We only assume business risks if they are considered to be manageable and if the associated
opportunities promise an appropriate increase in our value. We bear and manage the risks
associated with the core processes ourselves. These core processes include the development
and implementation of business models or the procurement of merchandise and services. Risks
associated with supporting processes are mitigated within the group to the extent possible, or
transferred to third parties where reasonable. We generally do not assume risks that are related
To our shareholders
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METRO ANNUAL REPORT 2023/24
75

neither to core nor to supporting processes. Risks assessed as probable are included in our
corporate planning.
Risks are identified and assessed in the annual risk inventory for METRO AG and its subsidiaries.
This is based on a group-wide standardised risk catalogue. In addition, business model-specific
risks are supplemented locally.
We classify all risks according to standard criteria using quantitative and qualitative scales. One
part of the assessment focuses on the loss potential, which includes negative effects on our
business objectives. The key indicator in this regard is EBITDA. The other part of the
assessment focuses on the probability of occurrence.
All risks are assessed with their potential impact at the time of the risk analysis and before
potential mitigating measures (presentation of gross risks) as well as after deduction of the
previously implemented measures (presentation of net risks). The central IT tool myGRC is used
to identify and assess risks and to document key response measures. We generally assess risks
over a prospective 1-year period; strategic risks cover at least the medium-term planning
horizon of 3 years.
After the risks are identified and assessed by the companies, they are allocated by topic to the
various functions within METRO and validated by the respective corporate process owners,
usually the divisional managers; if necessary, they are then adjusted and supplemented. Longer-
term risks, for example related to climate change or political risks, are also taken into account
by the relevant functional experts. These so-called functional risks are aggregated into
consolidated risks using a scenario analysis based on statistical simulation techniques. In a
further step, statistical simulation techniques are used to determine the risk aggregate on the
basis of all the consolidated risks and compare the risk aggregate with the equity of METRO AG
to then derive the risk-bearing capacity. Before the proposal is submitted to the Management
Board of METRO AG for authorisation, the consolidated risks as well as the risk aggregate are
first validated and approved by the GRC Committee.
Systematically identifying and communicating opportunities is an integral part of METRO’s
corporate management. For this purpose, we conduct macroeconomic analyses, study relevant
trends and evaluate market, competition and location analyses. We also analyse the critical
success factors of our business models and the relevant cost drivers of our company. The
Management Board of METRO AG specifies the derived market and business opportunities as
well as efficiency enhancement potential in the context of strategic as well as short-term and
medium-term planning. It does so by engaging in a regular dialogue with the management of
the group companies and units at the central holding company. The consolidated opportunities
and risks are presented jointly to the GRC Committee and the Management Board.
Internal control system for financial and operational processes
METRO’s ICS defines group-wide minimum requirements for the design of the internal control
system for financial and operational processes for METRO AG and its subsidiaries. Among
others, these requirements cover the control design, control execution, the monitoring of the
effectiveness of controls and reporting on effectiveness analyses. The METRO control
framework, the local control design of the companies, the control execution and documentation
as well as the effectiveness analyses of the subsidiaries are also documented in the central IT
tool myGRC.
SIGNIFICANT CHARACTERISTICS OF THE INTERNAL CONTROL AND RISK MANAGEMENT
SYSTEMS RELATING TO FINANCIAL REPORTING
In the following, we describe the significant characteristics of our internal control and risk
management systems pursuant to § 289 Section 4 and § 315 Section 4 of the HGB with regard
to financial reporting processes. The IFRS accounting guideline, which is applicable throughout
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METRO ANNUAL REPORT 2023/24
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the group and regularly updated, ensures uniform accounting procedures for the entire METRO
group. The management of each major group company must submit a declaration for each
quarterly and annual financial statement that confirms compliance with the guideline.
The separate financial statements of the group entities are primarily prepared using SAP-based
accounting systems. Clearly assigned competencies and roles, with the involvement of the
METRO Global Solution Center, ensure the appropriate functional separation for the recognition
of ongoing transactions and the preparation of financial statements. A majority of group
companies prepare their separate financial statements on the basis of standardised processes.
Management of the respective company bears responsibility for shaping the financial processes
and the specific design and performance of internal controls in consideration of the minimum
requirements that apply throughout the group.
METRO consolidates accounting-related data for the purpose of group reporting via the
centralised consolidation system (CCH Tagetik). All consolidated group companies are
integrated in this system. These companies use a uniform accounts table in accordance with the
applicable group guidelines. Once the data have been transmitted from the separate financial
statements to the consolidation system, they are subjected to an automated plausibility review
in relation to typical contexts and dependencies. Furthermore, processes and controls are used
in the preparation of the consolidated financial statements that ensure the completeness and
verify the punctual and correct submission of data. They also avoid undesirable data changes
and ensure the error-free execution of consolidation steps. To ensure data security in general,
access to the financial reporting systems is regulated, among other things.
Compliance with group guidelines is monitored by Internal Audit using a risk-based approach.
Reporting on RMS and ICS
All insights gained in the context of RMS, ICS and CMS reporting are included in the GRC
reporting. It provides an overall view of the opportunity and risk situation of the group and an
assessment of the effectiveness of the aforementioned management systems. The GRC report
includes:
•
the assessment of the management of METRO AG regarding the effectiveness of the
management systems,
•
the opportunity and risk profile of the group, and
•
the recommendations on risk steering measures and the optimisation of the governance
approach.
The Management Board regularly informs the Supervisory Board and the Audit Committee
about issues relating to opportunities and risks. Twice a year, the Supervisory Board is provided
with a written report on the organisation and focus of the RMS and ICS as well as the current
opportunity and risk situation.
In the event of sudden, serious risks to the net assets, financial position or earnings position, an
ad hoc reporting system is used to ensure that the Management Board of METRO AG receives
all necessary information directly and without delay.
Monitoring and improvement of the RMS and ICS
The Supervisory Board of METRO AG is responsible for monitoring the governance
management systems in accordance with § 107 Section 3 of the German Stock Corporation Act
(AktG). GRC reporting in particular enables the Supervisory Board to fulfil its duties. In
accordance with the provisions of § 317 Section 4 of the German Commercial Code (HGB), the
external auditor annually assesses the company’s early-warning system. The results of this audit
are presented to the Management Board and the Supervisory Board.
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METRO ANNUAL REPORT 2023/24
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Key elements of the internal RMS and ICS monitoring include effectiveness checks performed
by Internal Audit based on risk-oriented annual audit planning as well as self-assessments of the
management systems by the Management Board based on GRC reporting. Taking into account
the audits of the RMS and ICS performed during the financial year, no matters have come to the
attention of the Management Board of METRO AG that cause it to believe that the RMS or ICS
were not adequate and effective in all material aspects during the period from 1 October 2023
to 30 September 2024.25
The Group Governance department has implemented monitoring controls for RMS and ICS,
which are performed by Group Governance and documented in the central IT tool myGRC.
Description of the opportunity and risk situation
Each consolidated risk analysis is based on a 4x4 matrix with regard to loss potential and
probability of occurrence. The following risks are presented after taking risk mitigation
measures into account (net consideration). Based on the loss potential and the probability of
occurrence, a risk classification (low, medium, high) is derived for each consolidated risk:
Risk matrix
This statement by the Management Board is an (unaudited) disclosure required by GCGC 2022 and is not subject to the audit, as it is not
part of the management report.
25
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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The stable portfolio of consolidated risks contains a total of 16 risks for financial year 2023/24.
All risks are listed in the following overview:
Subject group
No.
Consolidated risks 2023/24
Loss potential
Probability of
occurrence
Risk classification
Environment
#1
Strategic risks
Moderate
Low
Low
#2
Macroeconomic and
political risks
Significant
Possible
High
#3
Interruption of business
activities
Major
Possible
Medium
#4
Security and safety risks
Minor
Possible
Low
Corporate responsibility
#5
Environmental and social
risks
Major
Possible
Medium
Wholesale business
#6
Store operations and FSD
risks
Major
Low
Medium
Real estate
#7
Real estate risks
Moderate
Possible
Medium
Suppliers and products
#8
Procurement risks
Moderate
Low
Low
#9
Quality risks
Minor
Unlikely
Low
Supply chain
#10
Supply chain risks
Minor
Low
Low
Financials
#11
Financial risks
Major
Low
Medium
Transactions
#12
Transaction risks
Minor
Low
Low
Information technology
#13
Data risks
Minor
Possible
Low
Human resources
#14
Human resources risks
Minor
Low
Low
Tax, legal and compliance
#15
Tax risks
Minor
Possible
Low
#16
Legal and compliance
risks
Minor
Low
Low
The changes in risks compared to Annual Report 2022/23 are presented in the net
consideration.
As can be seen in the table, 1 of the 16 consolidated risks as of the reporting date was classified
as high, 5 risks as medium and 10 risks as low. In the following, we go into detail about the
opportunities and risks. We focus on those risks that are classified as high and medium, as well
as on the changes during the reporting period.
Environment
Opportunities from a global and diversified business model
METRO’s diversified country portfolio, which excludes excessive individual dependencies on
specific countries, offers a competitive edge in the current economic situation compared to
other, locally positioned market participants. The global positioning also allows METRO to react
flexibly to changes in global supply chains, for example through the use of regional trading
offices.
Likewise, the diversified multichannel business model is well positioned in the competitive
context to meet customer demand. The increased cost-consciousness of customers is
contrasted by the own-brand and price strategy for the store-based business.
Strategic risks (#1)
Strategic risks include risks related to the group’s business model, the planning and
implementation of projects, competitiveness and digitalisation. Missing significant trends in new
sales formats and channels, as well as in our assortment and own-brand strategy, can represent
an additional risk.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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Opportunities from the development of business and political conditions
An improvement in the economic and political environment worldwide or in countries where
METRO is present, as well as improvements in free trade, could have a positive impact on sales,
costs and earnings. METRO operates in a large number of countries where we could potentially
benefit from these developments. Opportunities could arise from a sustained positive
geopolitical and macroeconomic development.
Macroeconomic and political risks (#2)
As a company with global operations, METRO is significantly exposed to the political and
economic situations in the countries in which the group operates. Changes in political
leadership or economic imbalances can jeopardise METRO’s business. The war in Ukraine
continues to affect the safety of employees and customers as well as the integrity of the
business and supply chains. METRO’s continued presence in Russia entails economic, political
and reputational risks. With regard to the business in Russia, risks arise from sanctions, counter-
sanctions and government intervention in business operations to the point of potential
expropriation as a result of the development of the war. Further business risks arise from more
difficult access to international financial institutions as banks cut back their business with
Russia.
In light of the Europe-wide protests by farmers, the European Commission is now taking more
decisive regulatory action. The focus here is also on the relationships between retailers and
suppliers in the agricultural food chain. This results in risks from revised directives and new
regulations that could lead to restrictions in business operations.
The proposal for a regulation of the European Parliament and the Council on combatting late
payments in commercial transactions would, in its current version, negatively affect our liquidity
by capping payment terms at 30 days, thereby leading to increased interest expenses and a
shift from supplier debt to financial debt. We are in dialogue with political decision-makers at
national and EU levels, in particular through associations, in order to raise awareness of the
economic impact of regulation.
Continuous monitoring of the economic and political developments and a review of our
strategic objectives allow us to respond to these challenges in a timely and appropriate fashion.
•
For more information about our assessment of the development of the economic
environment, see chapter 3 outlook report.
Interruption of business activities (#3)
Our business may be affected or interrupted by natural disasters or failure of our IT systems.
Potential cyberattacks receive particular attention in this regard. Depending on the severity of
the attack, important business processes such as purchasing, sales and communication
between different METRO units could be impaired. IT systems for online retailing must be
continuously available, as these systems are a prerequisite for unlimited access outside normal
store opening times.
As part of a cyber resilience programme, measures to prevent, detect and respond to
cyberattacks are being continuously developed or enhanced to reflect the threat situation and
integrated into business processes. For all IT security measures, the overriding goal is to ensure
operational reliability at all times, or to restore it as quickly as possible.
Professional crisis management, for example by means of business continuity management,
allows for a rapid crisis response and thereby ensures the protection of our employees and
customers. This includes communication and evacuation plans, training measures and specific
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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instructions. We insure ourselves against the loss of tangible assets and any impending loss of
sales or profits resultant from business interruptions wherever it is possible and reasonable.
Security and safety risks (#4)
Security risks include criminal activities, terror and unrest, as well as the issue of operational
safety or danger to life and limb due to lacking or inadequate safety measures. The impact of
the war in Ukraine is discussed under risk #2 ‘Macroeconomic and political risks’.
Corporate responsibility
Opportunities from sustainable business practices
Our society is more exposed than ever to economic, environmental, social and cultural
challenges. Similarly, we experience that sustainability is the key to transforming these
challenges into opportunities. METRO operates an active sustainability management system in
order to enshrine sustainability systematically in its core business. Our greatest leverages lie in
reducing CO2 emissions from our own business operations and food waste, which we are
advancing by, among other things, expanding energy-saving infrastructure and logistics, by
adapting the assortment and packaging and by taking operational measures to prevent food
waste. By ensuring environmental and social standards through the use of responsible supply
chain management, we strengthen the resilience of our supply chains and, at the same time,
promote local structures. Our sustainability efforts are assessed as part of ratings to create
transparency for investors and other interested parties.
Environmental and social risks (#5)
Regulatory and social regulations regarding compliance with human rights and environmental
due diligence are becoming more stringent.
Additional legal obligations, such as those relating to sustainability reporting (Corporate
Sustainability Reporting Directive), deforestation-free supply chains (European Deforestation
Regulation) or the German Supply Chain Due Diligence Act (LkSG), create risks from breaches
of national and European requirements due to potential non-compliance with environmental
and social aspects. In addition to fines and damage to reputation, falling short of environmental
and social targets and obligations can also lead to limited access to financing instruments. This
also results in potential risks to the stability of our supply chains.
Further risks result from planned EU directives on reducing the ecological footprint, new
packaging regulations, potential plastic taxes, extended manufacturer responsibility and new
labelling requirements for own brands.
To mitigate these risks, METRO has taken comprehensive measures, such as continuous
monitoring and implementation of legislation already enacted.
•
For more information about our social responsibility and environmental protection
activities, see chapter 1 principles of the group – 1.3 combined non-financial statement of
METRO AG.
Wholesale business
Opportunities from digitalisation and innovation
METRO is focused on identifying and addressing future challenges of its customers at an early
stage in a volatile environment. Innovations and digitalisation are areas with excellent potential
for realising increases in value. We are convinced that progressing digitalisation will
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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increasingly shape the future of the retail and wholesale industry as well as business processes.
This may give rise to new business models, which in turn may present a variety of opportunities.
As part of our sCore strategy, we have defined a clear digitalisation ambition in the form of a
40% digital sales share. In this context, our focus is on digitalisation initiatives that are geared
towards our core customer groups HoReCa and Traders. We partner with the DISH Digital
Solutions business unit to provide our customers with digital solutions, such as the DISH (Digital
Innovations and Solutions Hospitality) platform. With DISH Digital Solutions, we see significant
opportunities to benefit from faster digitalisation in the HoReCa and Traders sectors as well as
in other business areas. With our METRO DIGITAL business unit, we continue to digitalise our
core business. METRO DIGITAL develops, optimises and supports all digital solutions used by
our customers and us, such as our apps METRO Companion or M-Shop. These digital solutions
provide opportunities for METRO to set itself apart from the competition.
Opportunities from customer focus
METRO has a clear focus on wholesale and B2B customers. By measuring customer satisfaction,
for example by means of the established Net Promoter Score and the systematic collection and
evaluation of customer suggestions, we are able to identify potential areas to improve the
shopping experience and delivery as well as general trends. We are continuing to develop our
multichannel approach within the framework of our sCore strategy. To this end, we are
expanding the delivery business and bolstering our e-commerce activities with the METRO
MARKETS online marketplace. Our goal is to be the partner of choice for our customers by
offering METRO solutions that cover all aspects of their business. Our various strategic projects
aim at further improving our purchasing and sales processes and at creating additional value
for our customers. The goal is to ensure the ongoing value of assets, thereby mastering the
challenges faced by our business model.
Store operations and FSD risks (#6)
The markets in which we operate are characterised by rapid changes and fierce competition.
Lack of collection, analysis and use of customer data, uncompetitive pricing or an insufficient
level of service may cause us to fail to meet customer needs and thus jeopardise our growth
and profitability targets.
Inadequate market and FSD processes can lead to inefficiencies which have a particularly
negative impact on inventory levels, profit margins and customer satisfaction. To counter these
risks, we develop country-specific strategy plans derived from the group sCore strategy that
are aligned with the respective local circumstances and customer requirements.
We strive to have a holistic partnership with our customers to address the needs of professional
customers. This includes the expansion of our delivery business, the continuous transformation
of our stores into multichannel fulfilment centres, further development of our franchise concept
in selected markets, the METRO MARKETS online marketplace and digitalisation initiatives for
our customers on DISH, as well as financial services of METRO Financial Services.
Real estate
Opportunities from increase in value
We see potential for value increases of our companies in possible development projects for our
existing real estate assets as well as in improved facility management.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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Real estate risks (#7)
Delayed repair and maintenance work could lead to legal infringements and real estate
impairments as well as reputational damage. We mitigate these risks with strategic and
operational real estate management. To this end, we regularly perform evaluations of properties
in terms of value and income and projected investment planning. The safety and health of
customers, suppliers and employees can be endangered by deficiencies in the properties. We
take decisive action to prevent potential accidents and damage to health, thus ensuring a safe
and healthy environment. In addition, we conduct risk assessments and specify clear sets of
rules and procedures. We support implementation through frequent training, internal controls
such as regularly scheduled safety and occupational safety inspections as well as external
controls such as stability inspections.
Due to the concentration of real estate activities on supporting the wholesale business and the
resulting strategic reduction of exposure to retail properties and specialist retail centres, the
risk has fallen from ‘major’ (> €100–300 million) to ‘moderate’ (> €50–100 million) in terms of
the loss potential.
Even though the energy markets have currently stabilised at a high price level, it cannot be
ruled out that energy costs will rise again in the future. Extensive energy efficiency measures
were implemented in order to decrease consumption and the associated costs. New
photovoltaic installations are being commissioned in addition.
More stringent legislation regarding environmental standards such as the German Buildings
Energy Act (GEG) could lead to higher costs in various areas of construction and energy
management, for example through the early exchange of cooling systems.
In addition, real estate risks in connection with our Russian national subsidiary are reflected
under the general sanctions risks in #2 ‘Macroeconomic and political risks’.
Suppliers and products
Opportunities from sustainable procurement
Alongside quality and safety, the environmental and social sustainability of the products and
their production processes are increasingly gaining importance for us and more and more
customers. We aim to ensure resource-friendly production as well as socially acceptable
working conditions within our procurement channels. METRO pursues a group-wide cross-
product purchasing policy that applies to all products and includes additional requirements for
critical raw materials to ensure sustainable and responsible supply chain and procurement
management.
•
For more information about our social responsibility and environmental protection
activities, see chapter 1 principles of the group – 1.3 combined non-financial statement of
METRO AG.
Opportunities from higher own-brand penetration
Own brands are a central element in METRO’s strategy to increase the success of our
customers. With our own brands, we can provide high quality at lower prices, thus
simultaneously increasing our customers’ profitability as well as our own. Potential economic
constraints and increased price pressure on our customers, for example as a result of inflation,
could increase demand for own brands and thus have a positive effect on METRO’s profitability.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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Procurement risks (#8)
Production downtimes, disruptions of the supply chains and international price fluctuations for
raw materials and energy prices as a result of geopolitical instability can cause unavailability of
goods, interruptions of supply chains and unexpected price fluctuations with a destabilising
effect on our business and that of our partners.
In order to mitigate these risks, METRO is launching projects to support the purchasing
activities of the national subsidiaries via bundling, thereby strengthening partnerships with
suppliers and ensuring the availability of goods and their competitiveness. This is facilitated by
the optimisation of our assortment and development of our own brands. By selectively adding
further suppliers and strategically spreading our procurement volume, we are reducing our
dependence on individual suppliers and increasing our security of supply. Thanks to our global
coverage, we are in a position to find suitable alternative supply sources for key products.
When we renegotiate expiring contracts, we try to compel suppliers to be sufficiently prepared
so that supply continuity can be ensured in the event of force majeure. We pay special attention
to all specific price components to prepare for negotiations in an effort to obtain better
purchasing prices.
The risk in terms of the potential loss has fallen from ‘major’ (> €100–300 million) to ‘moderate’
(> €50–100 million). The adjustment is due to the stabilisation of the economic situation with
regard to purchase price developments, as well as a lower dependency on selected suppliers
when it comes to product unavailability. The risk has now been classified as ‘low’ due to the
change.
Quality risks (#9)
Quality risks include risks related to the quality of the offered products, transport and storage,
if they lead to an impairment of the quality of goods or food safety.
Supply chain
Supply chain risks (#10)
Risks in the supply chain include aspects such as the reliability of suppliers, inventory
management of our goods, the management of logistics and transport service providers, and
cost developments in the logistics market.
Financials
Financial risks (#11)
Without timely countermeasures, unexpected external influences on our business activities or
other changes in the business environment could potentially result in us missing our target
figures. In addition, delayed recognition of such changes could lead to us making wrong
business decisions. We mitigate these risks by interlocking strategic planning and the
budgeting process closely, carrying out very close monitoring of budget compliance, defining
effective internal controls and intensively involving the supervisory bodies.
Furthermore, potential defaults by commercial partners and customers represent a financial
risk. In order to minimise the credit risk of receivables from our customers, we decide on the
amount of the granted payment terms based on comprehensive internal scoring – and external
information, if available.
We reduce the credit risk for external investments with banks by setting limits based on ratings
and credit spreads. By continuously monitoring the entire receivables portfolio, we ensure a
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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risk-adequate adjustment of our customers’ payment terms and the investment limits with
banks at all times.
A potential downgrade of our rating from the current investment grade levels would lead to
higher borrowing costs. To mitigate this risk, we focus on extensive transparency, initiate
supporting measures and maintain close communication with the relevant rating agencies.
Furthermore, METRO is subject to price risks, liquidity risks, credit risks and cash flow risks.
•
For more information about financial risks and their management, please see the notes to
the consolidated financial statements in no. 39 – management of financial risks.
Transactions
Opportunities from increased efficiency and portfolio simplification
Our focus on wholesale could lead to improved workflows along the value chain faster than
expected and could have a positive effect on our business development through an increase in
operating efficiency. Collaborations (even if they are purely contractual) can help us reduce
operational cost or give our customers access to innovative products.
The country portfolio is regularly assessed with regard to the feasibility of a local market
leadership and the attractiveness of the respective markets.
Opportunities from market consolidation and acquisitions
In the future, METRO will continue to focus on investments to strengthen its wholesale business.
We want to use this to improve, solidify and expand our market position in numerous markets.
We expect that the consolidation of the wholesale stores in many of our portfolio countries will
continue. In financial year 2023/24, METRO expanded its delivery business in Scandinavia by
acquiring Fisk Idag and Donier Gastronomie. In the United Kingdom, the delivery business grew
through the acquisition of Caterite Food and Wineservice. The existing minority interests held
by METRO offer the opportunity for additional increases in value if, for example, start-up
companies were to develop better than expected.
Transaction risks (#12)
The transaction risks include all risks arising from the acquisition and disposal of companies (or
company shares). These include legal and tax risks, guarantees, non-recurring and residual
costs, or even reactions of the market to the transaction. Subsequent liability risks may arise for
CECONOMY AG in conjunction with the demerger of the METRO GROUP in 2017.
Information technology
Data risks (#13)
Data risks include risks related to data protection and data security as well as risks related to
the accuracy, completeness and availability of data necessary to ensure successful use of the
group’s own data. Data theft or manipulation by unauthorised parties as part of cyberattacks
can also lead to violations of data protection laws and thus to fines and reputational risks.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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Human resources
Human resources risks (#14)
Human resources risks include risks related to the organisational structure of human resources,
recruitment and retention of staff, appropriate remuneration and the exit process. Beyond that,
risks related to corporate culture are also considered.
Tax, legal and compliance
Tax risks (#15)
Tax risks can primarily arise in relation to the assessment of financial matters by the tax
authorities (including transfer price issues). Additional risks may result from differing
interpretations of sales tax (VAT) regulations.
Legal and compliance risks (#16)
Legal and compliance risks include risks related to antitrust law, corruption, fraud, money
laundering and unfair trade practices, as well as general legal risks.
Management’s overall assessment of the opportunity and risk
situation
The Management Board and the Supervisory Board of METRO AG are regularly informed about
the company’s situation in terms of opportunities and risks. To evaluate the current situation,
we do not consider the risks in isolation. Instead, we also analysed the interdependencies
according to their impact. Our assessment indicates that the overall risks do not endanger the
risk-bearing capacity. For a period of 1 year after the closing date, the identified individual and
cumulative risks do not represent any risks that could jeopardise the continued existence of the
company. We are confident that METRO’s earnings performance offers a solid foundation for
the sustainable positive development of our business and the utilisation of numerous
opportunities. The Management Board of METRO AG currently does not expect any
fundamental change in the opportunities and risk situation.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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5
TAKEOVER-RELATED DISCLOSURES
The takeover-related disclosures as of 30 September 2024 required under §§ 289a Section 1 and
315a Section 1 of the German Commercial Code (HGB) are shown below:
Composition of the subscribed capital
The share capital of METRO AG amounted to €363,097,253. It is divided into a total of
360,121,736 ordinary shares (pro rata value of the share capital: €360,121,736, approximately
99.18%), as well as 2,975,517 preference shares (pro rata value of the share capital: €2,975,517,
approximately 0.82%). Each share in the company has a notional interest of €1.00 in the share
capital.
Each ordinary share grants a single vote in the company’s Annual General Meeting. The ordinary
shares carry full dividend rights. In contrast to ordinary shares, preference shares do not carry
voting rights but confer a preferential entitlement to profits (preliminary dividend of €0.17 per
preference share). Details of profit distribution are governed by § 21 of the Articles of
Association of METRO AG.26
METRO did not pay a dividend for financial years 2020/21 or 2021/22, including the preliminary
dividend. The preference shares therefore conveyed voting rights at the Annual General
Meeting held on 7 February 2024, until the arrears of preliminary dividends were paid in full.
The arrears of preliminary dividends were paid on 12 February 2024 (payment date), at which
date the voting rights conveyed by the preference shares also expired again (cf. § 140 Section 2
of the German Stock Corporation Act (AktG)). Consequently, the total number of voting rights
amounts to 360,121,736 (total ordinary shares).
•
Further information can be found in the chapter METRO share – dividend and dividend
policy.
Voting rights and transfer-related restrictions
To the best knowledge of the Management Board, the following agreements exist or existed
during financial year 2023/24, which may be construed as restrictions in the sense of § 315a
Section 1 No. 2 and § 289a Section 1 No. 2 of the German Commercial Code:
A voting pool has been agreed by BC Equities GmbH & Co. KG, Düsseldorf, Beisheim
Holding GmbH, Baar (Switzerland), and Palatin Verwaltungsgesellschaft mbH, Essen, a
subsidiary of Meridian Stiftung, Essen. The declared objective of Meridian Stiftung and the
Beisheim Group is to exercise the voting rights from the METRO shares held by them jointly and
to act uniformly vis-à-vis METRO and its shareholders in all material matters. Based on the
information made available in the context of Annual General Meeting 2024, the voting pool
partners hold 24.99% of the ordinary shares. Accordingly, the pooling agreement between BC
Equities GmbH & Co. KG, Düsseldorf, and Beisheim Holding GmbH, Baar (Switzerland), has been
suspended for the duration of the voting pool with Meridian Stiftung, Essen.
The Management Board remuneration system stipulates share ownership guidelines. Within the
framework of these guidelines, the members of the Management Board are required to build up
a self-financed investment in METRO ordinary shares and retain it until at least the date of
retirement from the Management Board.
The Articles of Association of METRO AG can be found on the website www.metroag.de/en in the section About us – Corporate
Governance.
26
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
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Shares held in capital
As of 30 September 2024, the following direct and indirect capital interests existed and
entitled their respective holders to more than 10% of the voting rights:
Name/company
Direct/indirect capital
interest entitling to
more than 10% of
voting rights
BC Equities GmbH & Co. KG, Düsseldorf, Germany1
Direct
Beisheim Holding GmbH, Baar, Switzerland1
Direct
Beisheim Management GmbH, Düsseldorf, Germany
Indirect
Beisheim Assets gGmbH, Düsseldorf, Germany
Indirect
Prof. Otto Beisheim Stiftung, Munich, Germany
Indirect
Prof. Otto Beisheim Stiftung, Baar, Switzerland
Indirect
Palatin Verwaltungsgesellschaft mbH, Essen, Germany1
Direct
BVG Beteiligungs- und Vermögensverwaltungs-GmbH, Essen, Germany
Indirect
Gebr. Schmidt GmbH & Co. KG, Essen, Germany
Indirect
Gebr. Schmidt Verwaltungsgesellschaft mbH, Essen, Germany
Indirect
Meridian Stiftung, Essen, Germany
Indirect
EP Global Commerce GmbH, Grünwald, Germany
Direct
EP Global Commerce VII GmbH, Grünwald, Germany
Indirect
EP Global Commerce IV GmbH, Grünwald, Germany
Indirect
EP Global Commerce III GmbH, Grünwald, Germany
Indirect
EP Global Commerce a.s., Prague, Czech Republic
Indirect
Daniel Křetínský, Prague, Czech Republic
Indirect
Patrik Tkáč2, Bratislava, Slovakia
Indirect
1
Coordination of exercising voting rights based on a pool of voting rights between BC Equities GmbH & Co. KG, Beisheim Holding GmbH
and Palatin Verwaltungsgesellschaft mbH.
2
Attribution of voting rights due to concerted behaviour within the meaning of § 34 Section 2 of the German Securities Trading Act.
The information above is in particular based on notifications issued under § 33 et seqq. of the
German Securities Trading Act that were received and published by METRO AG.27
Holders of shares with special rights as well as type of voting
right control of employee shares
The company has not issued any shares with special rights pursuant to § 315a Section 1 No. 4
and § 289a Section 1 No. 4 of the German Commercial Code. No capital interests are held by
employees pursuant to § 315a Section 1 No. 5 and § 289a Section 1 No. 5 of the German
Commercial Code.
Provisions governing the appointment and dismissal of
members of the Management Board and changes to the
Articles of Association
The appointment and dismissal of members of the Management Board of METRO AG are
governed in §§ 84, 85 of the German Stock Corporation Act and §§ 30, 31, 33 of the German Co-
determination Act. § 5 of the Articles of Association of METRO AG stipulates that the
Management Board shall comprise at least 2 members and that the actual number of members
of the Management Board is determined by the Supervisory Board.
Changes to the Articles of Association of METRO AG are determined principally in accordance
with §§ 179, 181, 133 and 119 Section 1 No. 6 of the German Stock Corporation Act. There are
numerous other sections of the German Stock Corporation Act that could possibly govern a
Voting rights notifications published by METRO AG can be found on the website www.metroag.de/en in the section Newsroom – Legal
Announcements.
27
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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change to the Articles of Association and that may amend or supersede the previously
mentioned regulations. Pursuant to § 14 Section 1 of the Articles of Association of METRO AG,
the Supervisory Board may resolve to change the wording of the Articles of Association
without a resolution passed by the Annual General Meeting.
Authorities of the Management Board to issue or buy back
shares
Authorities to issue new shares (authorised capital)
On 11 February 2022, the Annual General Meeting had authorised the Management Board by
resolution to increase the share capital, subject to the consent of the Supervisory Board, by
issuing new ordinary shares against cash contributions in one or several tranches for a total
maximum of €108,929,175 by 10 February 2027 (authorised capital). Existing shareholders may
exercise their subscription rights. The newly issued shares may also be acquired by banks or
similarly situated companies selected by the Management Board pursuant to § 186 Section 5
Sentence 1 of the German Stock Corporation Act, given these institutions agree to tender such
shares to the shareholders.
Nonetheless, subject to the consent of the Supervisory Board, the Management Board is
authorised to exclude shareholder subscription rights to offset fractional amounts.
The Management Board is also authorised, with the approval of the Supervisory Board, to
determine the further details of the capital increases and their implementation, including the
content of the share rights and the conditions of the share issuance. To date, the authorised
capital has not been fully utilised.
Fundamental agreements related to the conditions of a
change of control
METRO AG is currently a borrower in credit agreements with a total credit limit of €1.1 billion,
which the lender may cancel in the case of a change of control, provided that, additionally and
as a result of the change of control, the credit rating of METRO AG deteriorates to a certain
degree as defined in respective agreements. The lending banks may only cancel the contract
and demand the return of the loans if the change of control and a resulting drop in the credit
rating occur cumulatively. During financial year 2023/24, these credit facilities were not utilised.
Compensation agreements in the event of a takeover bid
There are no compensation agreements between METRO AG and members of the Management
Board or employees in the event of a takeover bid.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
89

6
SUPPLEMENTARY NOTES FOR METRO AG
(PURSUANT TO THE GERMAN COMMERCIAL
CODE)
Overview of financial year 2023/24 and outlook of METRO AG
METRO AG, in its function as the management holding company of the METRO group, is highly
dependent on the development of METRO in terms of its own business development, position
and potential development with its key opportunities and risks.
On account of the holding structure, in deviation from the group-wide view, the net profit or
loss under commercial law is the most important key performance indicator of METRO AG as
outlined in German Accounting Standard No. 20 (GAS 20).
Business development of METRO AG
The business development of METRO AG is significantly characterised by the development of
its subsidiaries and the intra-group dividend distribution policy.
The consistent implementation of the sCore strategy has led to increases in sales at the group
companies. However, these increases did not lead to higher licence income for METRO AG for
all countries. Consequently, after a largely neutral result in the previous year, the management
holding company recorded a slightly negative result (before investment and net financial
result). The reasons include that there were no further deferred licence payments relating to
previous years and post-transaction effects had expired. The company opted not to take any
significant distributions from abroad in favour of strengthening the equity position of the
subsidiaries; as a result the investment result is significantly lower. In addition, interest
expenses rose driven by higher interest rates. Overall, therefore, the net profit for the year
originally forecast did not materialise.
While the dividend proposal is generally based on the earnings per share reported in the
consolidated financial statements, the income statement and balance sheet from the Annual
Financial Statements of METRO AG are presented below in accordance with the provisions of
the German Commercial Code (HGB).
Earnings position of METRO AG and profit appropriation
Income statement
for the financial year from 1 October 2023 to 30 September 2024 according to
the German Commercial Code (HGB)
€ million
2022/23
2023/24
Sales revenues
379
316
Other operating income
541
486
Cost of services purchased
−47
−42
Personnel expenses
−127
−135
Depreciation/amortisation/impairment losses on intangible and tangible
assets
−43
−42
Other operating expenses
−698
−617
Investment result
379
−145
Net financial result
−93
−135
Income taxes
−12
−10
Earnings after taxes
279
−324
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
90

€ million
2022/23
2023/24
Other taxes
−4
−3
Net profit (+)/net loss for the year (−)
275
−327
Retained earnings from the previous year
0
4
Withdrawal from the capital reserve
0
323
Adjustments of the reserves retained from earnings
−70
0
Balance sheet profit
205
0
METRO AG essentially acts as a licenser and as a service provider for the operating METRO
national subsidiaries and invoices them within the framework of the transfer pricing system.
Services include operational services (consulting services), holding company services as well as
services related to the development and operation of various in-house IT solutions. These
services are also provided to former subsidiaries on a temporary basis.
In the reporting period, METRO AG settlement amounts of €316 million are reported as sales
revenues. They are broken down into €249 million for settlement amounts received in the form
of licensing fees for the METRO and MAKRO brands as well as €67 million relating to IT and
business services.
The item other operating income consists mainly of settlement amounts for services sold to
current and temporarily also former subsidiaries that are not classified as sales revenues.
In its function as the central management holding company, METRO AG has commissioned
services from group companies as well as third-party companies, primarily for IT services. To
the extent such expenses are related to sales revenues, they are recognised as cost of services
purchased; otherwise, they are recognised as other operating expenses.
On average, METRO AG employed 707 people in the 4 quarters of financial year 2023/24 (full-
time equivalents; 2022/23: 677). Personnel expenses are €8 million above the previous year’s
level.
Depreciation and amortisation in the amount of €40 million are attributable to scheduled
depreciation on the rights of use for the METRO and MAKRO brands and otherwise relate to
scheduled depreciation of other fixed assets.
The investment result includes income from profit and loss transfer agreements in the amount
of €94 million (2022/23: €366 million), which primarily relates to 1 real estate company and
1 cross-section entity. Investment income in the amount of €4 million (2022/23: €204 million)
related to the cash-and-carry companies. Losses in the amount of €173 million (2022/23:
€118 million) were assumed, primarily from METRO Cash & Carry International and DISH Digital
Solutions. Impairments and reversals of impairments on investments of €14 million related to
cash-and-carry companies and 1 real estate company.
The financial result amounted to €−135 million due to higher interest expenses.
The net loss for the year is €327 million.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
91

Financial position of METRO AG
Capital structure
Equity and liabilities
€ million
30/9/2023
30/9/2024
Equity
Share capital
363
363
Capital reserve
4,754
4,431
Reserves retained from earnings
78
78
Balance sheet profit
205
0
5,400
4,872
Provisions
491
586
Liabilities
Bonds
926
1,225
Liabilities to banks
66
24
Liabilities to affiliated companies
2,726
2,555
Miscellaneous liabilities
27
34
3,745
3,838
Accrued income and expenses
20
17
9,656
9,313
The equity ratio decreased from 56% to 52%. Factors contributing to this were the dividend
payment for the previous financial year and the net loss for the year. Otherwise, the structure of
equity and liabilities has not materially changed. The issuance of a new bond was used to repay
liabilities to banks. Liabilities to affiliated companies primarily relate to current financial
investments of subsidiaries as well as loss compensation obligations.
Asset position of METRO AG
Assets
€ million
30/9/2023
30/9/2024
Non-current assets
Intangible assets
724
684
Property, plant and equipment
1
1
Financial assets
8,115
8,145
8,840
8,830
Current assets
Receivables and other assets
782
309
Cash on hand, bank deposits and cheques
27
162
809
471
Prepaid expenses and deferred income
7
12
9,656
9,313
The right to use the METRO and MAKRO brands, which is recognised under intangible assets, is
subject to scheduled amortisation and amounts to €680 million. Financial assets consist mainly
of shares in affiliated companies and essentially include the shares in the holding company for
wholesale companies (€6,847 million), in real estate companies (€827 million) and in service
providers (€470 million). Receivables and other assets include lower receivables from profit
and loss transfer and dividends.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
92

Risk situation of METRO AG
Since METRO AG is largely linked to the companies of the METRO group, among other things
through financing and guarantee commitments as well as through direct and indirect
investments in the investee, the risk situation of METRO AG significantly corresponds to the risk
situation of the METRO group. The statements regarding the overall assessment of the risk
situation by management also apply as a summary of the risk situation of METRO AG. All risks
of the group companies that affect their long-term earnings situation have an indirect impact
on the valuation of the shares in affiliated companies for METRO AG, in each case with
additional consideration of currency exchange rates for companies located outside the
Eurozone.
Outlook of METRO AG
In its function as the management holding company, METRO AG is highly dependent on the
development and dividend distribution policies of its shareholdings. Assuming stable exchange
rates, we anticipate that the development of income from licensing and services in conjunction
with continued strict cost management as well as an improved investment result will lead to a
largely break-even result in the coming financial year 2024/25.
Planned investments of METRO AG
Within the setting of the implementation of investments by the METRO group, METRO AG will
support the group companies through increases in shareholdings or loans, if necessary. In
addition, investments in shareholdings in affiliated companies may result from intra-group share
transfers.
Corporate Governance Statement
The combined Corporate Governance Statement pursuant to §§ 289f and 315d of the German
Commercial Code (HGB) of METRO AG and the group is permanently available to the public on
the company’s website (www.metroag.de) in the section About us – Corporate Governance.
Declaration pursuant to § 312 of the German Stock Corporation
Act (AktG)
The Management Board of METRO AG has prepared a report on relationships with affiliated
companies for financial year 2023/24 pursuant to § 312 of the German Stock Corporation Act
(AktG) and has issued the following statement at the end of the report:
‘The Management Board of METRO AG declares that, in the reporting period, the company and
the companies controlled by it – according to the circumstances known to the Management
Board at the time the legal transactions were carried out or the measures were taken or
omitted – received appropriate consideration for each of the reported legal transactions. There
were no other reportable legal transactions in the reporting period. Measures were neither
taken nor omitted in the reporting period.’
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
93

CONSOLIDATED
FINANCIAL STATEMENTS
Income statement
95
Profit or loss for the period
96
Balance sheet
97
Statement of changes in equity
98
Cash flow statement
99
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
94

INCOME STATEMENT
for the financial year from 1 October 2023 to 30 September 2024
€ million
Note no.
2022/23
2023/24
Sales revenues
1
30,551
31,029
Cost of sales
−25,669
−25,977
Gross profit on sales
4,883
5,052
Other operating income
2
1,088
647
Selling expenses
3
−4,351
−4,393
General administrative expenses
4
−892
−954
Other operating expenses
5
−132
−143
Impairment of financial assets
6
−12
−16
Income from companies accounted for using the equity method
7
13
24
Earnings before interest and taxes (EBIT)
598
218
Other investment result
8
−38
11
Interest income
9
40
37
Interest expense
9
−200
−205
Other financial result
10
209
−96
Net financial result
11
−253
Earnings before taxes (EBT)
609
−35
Income taxes
12
−170
−90
Profit or loss for the period
439
−125
Profit or loss for the period attributable to non-controlling interests
0
−6
Profit or loss for the period attributable to the shareholders of
METRO AG
439
−120
Earnings per share in € (basic = diluted)
13
(1.21)
(−0.33)
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
95

RECONCILIATION FROM PROFIT OR LOSS FOR
THE PERIOD TO TOTAL COMPREHENSIVE INCOME
for the financial year from 1 October 2023 to 30 September 2024
€ million
Note no.
2022/23
2023/24
Profit or loss for the period
439
−125
Other comprehensive income
Items of other comprehensive income that will not be reclassified
subsequently to profit or loss
27
−6
−42
Remeasurement of defined benefit pension plans
−9
−59
Effects from the fair value measurements of equity instruments
1
0
Income tax attributable to items of other comprehensive income that
will not be reclassified subsequently to profit or loss
2
17
Items of other comprehensive income that may be reclassified
subsequently to profit or loss
27
−769
19
Currency translation differences from translating the financial
statements of foreign operations and hyperinflation
−768
14
Effective portion of gains/losses from cash flow hedges
−1
−4
Share of other comprehensive income of associates/joint ventures
accounted for using the equity method
0
9
Income tax attributable to items of other comprehensive income that
may be reclassified subsequently to profit or loss
0
1
Other comprehensive income
27
−775
−22
Total comprehensive income
27
−336
−148
Total comprehensive income attributable to non-controlling interests
27
−1
−6
Total comprehensive income attributable to the shareholders of
METRO AG
27
−335
−142
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
96

BALANCE SHEET
as of 30 September 2024
Assets
€ million
Note no.
30/9/2023
30/9/2024
Non-current assets
6,929
7,192
Goodwill
17
712
721
Other intangible assets
17
623
632
Property, plant and equipment
18
5,091
5,364
Investment properties
19
106
86
Financial assets
71
59
Investments accounted for using the equity method
97
97
Other financial assets
20
60
42
Other non-financial assets
20
18
15
Deferred tax assets
21
151
176
Current assets
4,718
4,544
Inventories
22
2,242
2,258
Trade receivables
23
674
688
Financial assets
1
1
Other financial assets
20
591
404
Other non-financial assets
20
347
317
Income tax assets
92
83
Cash and cash equivalents
25
591
794
Assets held for sale
26
180
0
11,648
11,736
Equity and liabilities
€ million
Note no.
30/9/2023
30/9/2024
Equity
27
2,022
1,669
Share capital
363
363
Capital reserve
4,754
4,431
Reserves retained from earnings
−3,106
−3,125
Equity before non-controlling interests
2,011
1,668
Non-controlling interests
11
1
Non-current liabilities
3,526
3,569
Provisions for post-employment benefits plans and similar obligations
28
351
405
Other provisions
29
166
142
Financial liabilities
30, 32, 42
2,838
2,866
Other financial liabilities
30, 33
26
34
Other non-financial liabilities
30, 33
54
37
Deferred tax liabilities
21
90
85
Current liabilities
6,100
6,498
Trade liabilities
30, 31
3,667
3,813
Provisions
29
305
297
Financial liabilities
30, 32, 42
825
1,153
Other financial liabilities
30, 33
857
823
Other non-financial liabilities
30, 33
241
235
Income tax liabilities
205
176
11,648
11,736
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
97

STATEMENT OF CHANGES IN EQUITY
for the financial year from 1 October 2023 to 30 September 2024
€ million
Note
no.
Share
capital
Capital
reserve
Effective
portion of
gains/
losses
from cash
flow
hedges
Fair value
measurement
of equity and
debt
instruments
Currency
differences
from
translating
the financial
statements of
foreign
operations
and
hyperinflation
Remeasurement
of defined
benefit pension
plans
Share of other
comprehensive
income of
associates/
joint ventures
accounted for
using the
equity method
Income tax on
components of
other
comprehensive
income
Other
reserves
retained
from
earnings
Total
reserves
from
earnings
Total
equity
before
non-
controlling
interests
Non-
controlling
interests
Total
equity
1/10/2022
363
4,754
5
0
−221
−203
−9
62
−2,406
−2,774
2,344
21
2,365
Earnings after taxes
0
0
0
0
0
0
0
0
439
439
439
0
439
Other comprehensive income
0
0
−1
1
−768
−9
0
2
0
−774
−774
0
−775
Total comprehensive income
0
0
−1
1
−768
−9
0
2
439
−335
−335
−1
−336
Capital increases
0
0
0
0
0
0
0
0
0
0
0
0
0
Dividends
0
0
0
0
0
0
0
0
0
0
0
−6
−6
Capital transactions with a change
in the participation rate
0
0
0
0
0
0
0
0
2
2
2
−3
0
Other changes
0
0
0
0
0
0
0
0
0
0
0
0
0
30/9 / 1/10/2023
27
363
4,754
3
1
−989
−211
−9
64
−1,965
−3,106
2,011
11
2,022
Earnings after taxes
0
0
0
0
0
0
0
0
−120
−120
−120
−6
−125
Other comprehensive income
0
0
−4
0
14
−59
9
18
0
−22
−22
0
−22
Total comprehensive income
0
0
−4
0
14
−59
9
18
−120
−142
−142
−6
−148
Capital increases
0
0
0
0
0
0
0
0
0
0
0
0
0
Dividends
0
0
0
0
0
0
0
0
−201
−201
−201
−4
−205
Capital transactions with a change
in the participation rate
0
0
0
0
0
0
0
0
0
0
0
0
0
Other changes
0
−323
0
0
0
0
0
0
323
323
0
0
0
30/9/2024
27
363
4,431
−1
1
−975
−270
0
82
−1,962
−3,125
1,668
1
1,669
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
98

CASH FLOW STATEMENT1
for the financial year from 1 October 2023 to 30 September 2024
€ million
2022/23
2023/24
EBIT
598
218
Depreciation/amortisation/impairment losses/reversal of impairment losses
of fixed assets excl. financial investments
936
904
Change in provision for pensions and other provisions
−61
−23
Change in net working capital
−70
159
Income taxes paid (−)/received
−150
−135
Reclassification of gains (−)/losses (+) from the disposal of fixed assets
−209
−41
Lease payments
61
36
Other
−384
−38
Cash flow from operating activities
721
1,079
Acquisition of subsidiaries
−101
−41
Investments in property, plant and equipment and in investment property
(excl. right-of-use assets)
−389
−378
Other investments
−160
−159
Investments in monetary assets
−3
−4
Disposals of subsidiaries
292
259
Divestments
317
101
Disposal of financial investments
1
2
Cash flow from investing activities
−46
−221
Dividends paid
to METRO AG shareholders
0
−201
to other shareholders
−6
0
Proceeds from borrowings
3,493
3,068
Redemption of borrowings
−3,672
−2,825
Lease payments
−591
−573
Interest paid
−60
−80
Interest received
34
32
Other financing activities
−17
−45
Cash flow from financing activities
−820
−625
Total cash flows
−145
233
Currency effects on cash and cash equivalents
−89
−31
Total change in cash and cash equivalents
−234
202
Cash and cash equivalents as of 1 October
825
591
Cash and cash equivalents as of 30 September
591
794
1
The cash flow statement is explained in no. 37 – notes to the cash flow statement.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
99

NOTES
Segment reporting
101
Notes to the group accounting
principles and methods
102
Capital management
118
Consolidation group and
investments
119
Notes to the income statement
124
Notes to the balance sheet
130
Other notes
151
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
100

SEGMENT REPORTING1
Germany
West
Russia
East
€ million
2022/23
2023/24
2022/23
2023/24
2022/23
2023/24
2022/23
2023/24
External sales (net)
4,897
4,933
12,573
12,819
2,510
2,438
10,359
10,571
Internal sales (net)
20
39
10
12
28
27
0
0
Sales (net)
4,917
4,972
12,583
12,831
2,538
2,465
10,360
10,571
Adjusted EBITDA
1372
111
614
616
152
143
394
408
Transformation costs
(+)/transformation gains (−)
0
0
−1
0
0
0
−150
0
Earnings contributions from real
estate transactions
0
0
5
1
0
0
0
1
EBITDA
1372
111
620
617
152
143
544
410
Depreciation/amortisation/
impairment
122
128
299
336
129
55
170
193
Reversals of impairment losses
3
0
0
0
0
11
0
3
EBIT
182
−18
322
281
23
99
374
220
Investments
91
297
562
349
60
38
237
342
Non-current segment assets
812
981
2,749
2,749
534
520
1,553
1,708
Selling space (1,000 m2)
817
801
1,288
1,306
659
659
1,359
1,369
Locations (number)
102
102
230
228
93
93
200
201
Others
Consolidation
METRO total
€ million
2022/23
2023/24
2022/23
2023/24
2022/23
2023/24
External sales (net)
213
268
0
0
30,551
31,029
Internal sales (net)
1,242
1,389
−1,300
−1,467
0
0
Sales (net)
1,454
1,657
−1,300
−1,467
30,551
31,029
Adjusted EBITDA
−1332
−221
10
2
1,174
1,058
Transformation costs (+)/transformation gains (−)
−2
−21
0
0
−153
−22
Earnings contributions from real estate transactions
203
39
0
0
208
42
EBITDA
722
−160
10
2
1,534
1,122
Depreciation/amortisation/impairment
219
205
0
0
939
918
Reversals of impairment losses
0
0
0
0
3
14
EBIT
−1482
−365
10
2
598
218
Investments
197
172
0
−1
1,147
1,196
Non-current segment assets
963
904
−2
−3
6,609
6,859
Selling space (1,000 m2)
0
0
0
0
4,122
4,134
Locations (number)
0
0
0
0
625
624
1
Segment reporting is explained in no. 38 – segment reporting.
2
Shift in the way prior-year figures are reported between the segments Germany and Others in an amount of €2 million due to the reclassification of a
company.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
101

NOTES TO THE GROUP ACCOUNTING PRINCIPLES
AND METHODS
Accounting principles
METRO AG, the parent company of the METRO group (hereinafter referred to as METRO), is a
German corporation with registered office at Metro-Straße 1 in 40235 Düsseldorf, Germany. The
company is registered in the commercial register at the District Court in Düsseldorf under HRB
79055.
These consolidated financial statements of METRO AG as of 30 September 2024 were prepared
in accordance with the International Financial Reporting Standards (IFRS).
The consolidated financial statements in their present form comply with the stipulations of
§ 315e of the German Commercial Code (HGB). Together with Regulation (EU) No. 1606/2002
of the European Parliament and of the Council of 19 July 2002 on the application of
international accounting standards, they form the legal basis for group accounting according to
international standards in Germany.
The date at which the Management Board of METRO AG signed the financial statement
(2 December 2024) also represents the date at which the Management Board released the
consolidated financial statements for publication and submitted them to the Supervisory Board.
The income statement has been prepared using the cost of sales method.
Assets and liabilities are recognised as current if the respective asset is expected to be realised
or the liability settled within 12 months after the closing date.
Individual items in the income statement and the balance sheet have been combined to
increase transparency and informative value. Business transactions are offset in the income
statement when this presentation reflects the substance of the transaction. These items and
transactions are explained separately in the notes.
The consolidated financial statements are presented in euros. All amounts are stated in million
euros (€ million) unless otherwise indicated. Amounts below €0.5 million are rounded and
reported as €0 million. Individual figures may not add up to the stated sum precisely due to
rounding.
The following chapters of these notes to the consolidated financial statements show the
accounting and measurement methods that were used in the preparation of the consolidated
financial statements.
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102

Application of new accounting methods and first-time
adoption of accounting standards
International Financial Reporting Standards (IFRS) applied for the first
time in financial year 2023/24
The following amendments to IFRS adopted by the International Accounting Standards Board
(IASB) were applied for the first time in these consolidated financial statements, as they were
binding for METRO AG in financial year 2023/24. The initial application of these amendments
has no material impact on the consolidated financial statements:
•
Amendments to IAS 8 – Accounting Policies, Changes in Accounting Estimates and Errors
(definition of accounting estimates)
•
Amendments to IAS 12 – Pillar 2 – a temporary exception from the accounting for deferred
taxes arising from the implementation of the Pillar 2 model rules
•
Amendments to IAS 12 – Pillar 2 – targeted disclosures in the notes
•
Amendments to IAS 12 – Income Taxes (deferred tax related to assets and liabilities arising
from a single transaction)
•
Amendment to IFRS 17 – Insurance Contracts (initial application of IFRS 17 and IFRS 9 –
comparative information)
•
IFRS 17 – Insurance Contracts – including adopted amendments to the standard
Accounting standards that were published but are not yet applied in
financial year 2023/24
A number of other standards and interpretations amended or newly issued by the IASB were
not yet applied by METRO in financial year 2023/24 because they were either not yet
mandatory or have not yet been endorsed by the European Commission.
Standard/
Interpretation
Title
Effective date
according to
IFRS1
Application at
METRO AG
from2
Endorsed
by EU3
Amendments to
IAS 1
Presentation of Financial Statements (classification of liabilities as current
or non-current)
1/1/2024
1/10/2024
Yes
Amendments to
IAS 1
Classification of Non-Current Liabilities with Covenants
1/1/2024
1/10/2024
Yes
Amendments to
IFRS 16
Leases (accounting of leasing liabilities in sale-and-leaseback
transactions)
1/1/2024
1/10/2024
Yes
Amendments to
IAS 7
Statement of Cash Flows (new disclosure requirements for reverse-
factoring arrangements)
1/1/2024
1/10/2024
Yes
Amendments to
IFRS 7
Financial Instruments: Disclosures (new disclosure requirements for
reverse-factoring arrangements)
1/1/2024
1/10/2024
Yes
Amendments to
IAS 21
Currency Translation: Lack of Exchangeability
1/1/2025
1/10/2025
Yes
Amendments to
IFRS 9/IFRS 7
Classification and Measurement of Financial Instruments
1/1/2026
1/10/2026
No
IFRS 18
Presentation and Disclosure in Financial Statements
1/1/2027
1/10/2027
No
IFRS 19
Subsidiaries without Public Accountability: Disclosures
1/1/2027
1/10/2027
No
Amendments to
IFRS 10/IAS 28
Consolidated Financial Statements/Investments in Associates and Joint
Ventures (amendment: sale or contribution of assets between an investor
and its associate or joint venture)
Unknown
Unknown
No
1
Without earlier application.
2
Application as of 1 October due to deviation of financial year from calendar year, if the approval for use (endorsement) has been granted by the EU.
3
As of November 2024.
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METRO ANNUAL REPORT 2023/24
103

Effect of the additional IFRS amendments
The first-time application of the standards listed in the table above as well as amendments to
IFRS is not expected to have a material impact on the group’s asset, financial and earnings
position. With the exception of the first-time application of IFRS 18 (Presentation and
Disclosure in Financial Statements): based on the initial analysis that has been undertaken, we
expect minor shifts in presentation when IFRS 18 is applied for the first time.
Consolidation principles
The financial statements of German and foreign subsidiaries included in the consolidated
accounts are prepared using consistent accounting and valuation principles as required by
IFRS 10 (Consolidated Financial Statements).
Subsidiaries that, unlike METRO AG, do not close their financial year on 30 September prepared
interim financial statements for consolidation purposes.
In accordance with IFRS 3 (Business Combinations), capital consolidation is effected using the
purchase method.
Non-controlling interests are initially measured at their proportional share in the identifiable net
assets of the acquired company as of the date of acquisition.
Investments in associates and joint ventures are accounted for using the equity method and
treated in accordance with the principles applying to full consolidation, with existing goodwill
being included in the amount capitalised for such investments. Income from investments in
associates, joint ventures and joint operations in the income statement is recognised in earnings
before interest and taxes (EBIT).
Any deviating accounting and measurement methods used in the financial statements of
entities accounted for by applying the equity method are retained as long as they do not
substantially contradict METRO’s uniform accounting and measurement methods.
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104

Currency translation
Foreign currency transactions
In principle, gains and losses incurred by exchange rate fluctuations until the closing date are
recognised in profit or loss. However, the currency translation differences resulting from the
subsequent measurement of the following assets and liabilities are reported under reserves
retained from earnings outside of profit or loss:
•
Receivables and liabilities in foreign currency, which must be regarded as (part of) a net
investment in a foreign operation
•
Equity instruments measured at fair value through other comprehensive income
•
Hedging instruments qualifying for cash flow hedges
Hyperinflation
As of June 2022, Turkey is classified as a hyperinflationary economy in accordance with IAS 29
(Financial Reporting in Hyperinflationary Economies) due to its high rates of inflation.
METRO has reassessed the quantitative and qualitative criteria of IAS 29 in financial year
2023/24. The cumulative inflation of the last 3 years as a quantitative criterion still exceeds the
value of 100%.
IAS 29 requires the financial statements of a company whose functional currency is the
currency of a hyperinflationary economy to be converted into the currently applicable
purchasing power unit at the end of the reporting period. METRO has subsidiaries in Turkey
whose functional currency is the Turkish lira. For these subsidiaries with the functional currency
of a hyperinflationary economy, IAS 21.43 requires that the financial statements be restated in
accordance with IAS 29 as of 30 September 2024 before being included in the consolidated
financial statements. The adjustments were made for the full reporting period as follows:
•
Increase in the carrying amounts of non-monetary assets and liabilities as well as equity
based on the development of the general price index.
•
The effects from the indexation of the current year were recognised in the other financial
result. The adjustment in the area of non-monetary assets at METRO mainly affects
property, plant and equipment and, to a lesser extent, inventories.
•
As a result of the increases in the carrying amounts of property, plant and equipment
(including right-of-use assets) and inventories, there are also indirect increases in scheduled
depreciation and costs of sales.
•
Indexation of all items in the statement of comprehensive income for financial year 2023/24
from the date at which the respective expense and income items were first recognised until
the closing date, to reflect a price index that is current at the closing date.
The carrying amounts of the non-monetary assets and liabilities as well as the statement of
comprehensive income are converted into the purchasing power valid at the closing date using
the cumulative consumer goods price index of the Turkish Statistical Institute.
The index value applied at the closing date was 2,526.16 (30/9/2023: 1,691.04). The index
change on an annual basis was 49.38%.
The exchange rate at the closing date as of 30 September 2024 was used to convert the
financial statements of the Turkish companies into the reporting currency euro for all items.
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METRO ANNUAL REPORT 2023/24
105

Foreign operations
The annual financial statements of foreign subsidiaries are prepared according to the functional
currency concept of IAS 21 (The Effects of Changes in Foreign Exchange Rates) and translated
into euros for consolidation purposes in case their functional currency is a currency other than
the euro. Since all companies included in the consolidated financial statements operate as
financially, economically and organisationally autonomous entities, their respective local
currency is the functional currency.
The following exchange rates being of major significance for METRO were applied in the
translation of key currencies outside the European Monetary Union and of other currencies
relevant to METRO. The rates are generally based on ECB information. In the absence of a rate
provided by the ECB, the quotation of the Russian Central Bank was used for conversion of the
Russian rouble.
Average exchange rate per €
Closing date exchange rate per €
2022/23
2023/24
30/9/2023
30/9/2024
Bulgarian lev
BGN
1.95583
1.95583
1.95583
1.95583
Czech koruna
CZK
23.97181
24.93736
24.33900
25.18400
Hungarian forint
HUF
389.04822
388.93650
389.50000
396.88000
Pakistani rupee
PKR
283.33879
303.32881
305.36810
311.05260
Polish zloty
PLN
4.61973
4.33351
4.62830
4.27880
Romanian leu
RON
4.93484
4.97329
4.97350
4.97530
Russian rouble
RUB
83.79290
98.50180
103.16310
103.46940
Serbian dinar
RSD
117.28471
117.13263
117.19960
117.08400
Turkish lira
TRY
29.05140
38.26930
29.05140
38.26930
Ukrainian hryvna
UAH
39.02932
42.24582
38.74080
46.15390
US dollar
USD
1.06743
1.08434
1.05940
1.11960
Income statement
Recognition of income and expenses
Net sales are recognised in accordance with IFRS 15 (Revenue from Contracts with Customers)
when the respective performance obligations have been satisfied by transferring goods to
wholesale customers or providing services. The goods are deemed to have been transferred at
the time at which the customer gains control over them. This applies to store-based retail and
the delivery business (Food Service Distribution, FSD) as well as to the online business. In these
cases, cash payment or payment within a short time after delivery of the product (credit
purchase) is usually agreed with the customer. Significant financing components are usually not
included in the contracts with customers. For services, control over the services is transferred
over time, thus satisfying the performance obligation. Revenue is recognised in the amount of
the consideration received or expected to be received in exchange for the goods or services.
Under certain wholesale business models, METRO customers are granted the right to exchange
or return goods under certain conditions or in accordance with contractual agreements or on a
legal basis. Refund liabilities that are based on empirical data regarding return quotas and
periods are recorded for expected returns in this context. Assets for the right to recover
products from a customer upon settling these refund liabilities are measured at the initial
carrying amount of the respective inventories (less settlement costs and any indicated
impairment) and reported under other non-financial assets.
METRO grants various types of standardised, performance-based rebates if certain predefined
conditions are met. Examples include rebates for achieving certain sales volumes with a
customer and for customer loyalty. As soon as it can be assumed that a customer fulfils the
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METRO ANNUAL REPORT 2023/24
106

conditions for granting the rebate, a portion of the revenue is deferred and presented as a
contract liability. Such contract liabilities are derecognised when the rebate is redeemed by the
customer or when the probability that the customer will enforce its rights is remote. The
rebates are regularly redeemed by customers within one year of the respective recognition of a
contract liability.
Some of the franchise models offered by METRO include multi-component contracts with
customers being offered a bundle of different franchise products and services. Individual
contractual components are made available to customers in a subsidised form, so that the
entire agreed consideration is allocated to the individual components in accordance with the
relative stand-alone selling prices.
In some cases, METRO acts as an agent for the delivery of goods or the provision of services. In
these cases, METRO recognises the expected fee or commission as revenue.
Operating expenses are recognised as expenses upon utilisation of the service or on the date of
their causation.
Interest expense on borrowings that is directly attributable to the acquisition or production of a
so-called qualified asset represents an exception to the recognition of interest through profit or
loss, as it is included in the acquisition or production costs of the asset capitalised pursuant to
IAS 23 (Borrowing Costs). Dividends paid by companies in which METRO holds an interest and
which are not accounted for using the equity method are generally recognised as income when
the legal claim to payment arises.
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METRO ANNUAL REPORT 2023/24
107

Balance sheet
Goodwill
Goodwill is regularly tested for impairment once a year on 30 June – or more frequently if there
are indications for a possible impairment. If an impairment occurred, an impairment loss is
recognised through profit or loss. To determine a possible impairment, the recoverable amount
of a cash-generating unit – specifically, this is generally the organisational unit per country – is
compared to the corresponding carrying amount of the cash-generating unit. The recoverable
amount is the higher of its value in use and its fair value less costs of disposal. It is calculated
from discounted future cash flows and the level 3 input parameters of the fair value hierarchy.
An impairment of the goodwill allocated to a cash-generating unit occurs only if the
recoverable amount is lower than the total amount of the unit’s relevant carrying amount. No
reversal of an impairment loss is recognised if the reasons for the impairment in previous years
have ceased to exist.
Other intangible assets
Purchased other intangible assets are recognised at cost of purchase. In accordance with
IAS 38 (Intangible Assets), internally generated intangible assets are recognised at their
production cost. The production costs include all expenditures directly attributable to the
development process, unless they are explicitly excluded from being a component of the cost
of an internally generated intangible asset.
Borrowing costs within the meaning of IAS 23 are generally not factored into the determination
of production costs because the relevant criteria for a so-called qualified asset are not met.
All other intangible assets with a finite useful life are subject to straight-line amortisation.
Capitalised internally created and purchased software as well as similar intangible assets are
amortised over a period of up to 10 years, while licences are amortised over their useful lives.
Intangible assets with an indeterminable expected useful life are not subject to scheduled
amortisation, but are subject to impairment testing at least once a year. Impairment losses and
reversed impairment losses are recognised through profit or loss in consideration of the
historical cost principle.
Property, plant and equipment
Property, plant and equipment are recognised at acquisition or production costs according to
IAS 16 (Property, Plant and Equipment). The production costs of internally generated assets
include both direct costs and directly attributable overhead costs. Borrowing costs are only
capitalised in relation to so-called qualified assets as a component of acquisition or production
costs. In line with IAS 20 (Accounting for Government Grants and Disclosure of Government
Assistance), investment grants received are offset against the acquisition or production costs of
the corresponding asset. Dismantling and removing obligations are included in the acquisition
or production costs at the discounted settlement amount. Subsequent acquisition or
production costs of property, plant and equipment are only capitalised if they result in a higher
future economic benefit of the tangible asset.
Property, plant and equipment are solely depreciated on a straight-line basis. Throughout the
group, depreciation is based on the following expected useful lives:
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METRO ANNUAL REPORT 2023/24
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Buildings
10 to 33 years
Leasehold improvements
8 to 15 years, or shorter lease term
Business and office equipment
3 to 13 years
Machinery
3 to 8 years
In a few justified exceptional cases, the expected useful life of buildings is 40 years.
Capitalised costs of dismantling and removing are depreciated over the expected useful life of
the asset.
According to IAS 36 (Impairment of Assets), an impairment test will be carried out if there are
any indications of impairment of property, plant and equipment or of a cash-generating
unit (CGU). Impairment losses are recognised if the recoverable amount is less than its carrying
amount. If the reasons for the impairment have ceased to exist, impairment losses are reversed
up to the amount of amortised acquisition or production costs had no impairment loss been
recognised in previous periods.
Investment properties
Analogous to property, plant and equipment, investment properties are recognised at
acquisition or production costs less depreciation and, if required, impairment losses (cost
model). Owned investment properties are depreciated using the straight-line method,
considering an expected useful life of 15 to 33 years. Investment properties where rights of use
are involved are depreciated on a straight-line basis over a useful life of 5 to 15 years. In
addition, the fair value of these real estates is determined based on accepted valuation
methods, taking into account project development opportunities. The fair values are disclosed
in the notes.
Financial assets
Unless associates or joint ventures as defined by IAS 28 (Investments in Associates and Joint
Ventures) are involved, to which the equity method is applied, financial assets are accounted for
in accordance with IFRS 9 (Financial Instruments).
Financial assets are recognised in the consolidated balance sheet when METRO becomes a
contractual party to a financial instrument. Recognition is effected at the trade date. Financial
assets are derecognised if the contractual rights to payments from the financial assets no
longer exist or the financial assets with all material risks and rewards are transferred to another
party and METRO cannot control the financial assets after the transfer. When the
uncollectability of receivables is finally determined, they are derecognised.
Financial assets are measured at fair value upon initial recognition. In doing so, the transaction
costs directly attributable to the acquisition must be taken into account, unless the financial
instruments are subsequently measured at fair value through profit or loss.
METRO does not make use of the option to measure financial assets at fair value through profit
or loss upon initial recognition (fair value option).
With regard to the financial assets recognised at amortised cost (AC), impairments are
recognised as expected losses, regardless of the existence of actual default events. All
reasonable and reliable information is considered for determination of the impairment rates,
including forward-looking information, which is taken into account by including a projected
index based on macroeconomic developments. However, if there is objective evidence that
contractually agreed cash flows of a financial asset are likely to partially or completely default,
they are recorded as specific bad debt allowances. If these indications cease to exist,
impairment losses are reversed up to the amount of the carrying amount that would have
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METRO ANNUAL REPORT 2023/24
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resulted if no default event had occurred. METRO determines the expected losses on trade
receivables using the so-called simplified approach by using a provision matrix structured
according to various (past-due) maturities. Expected losses for other financial assets are
determined in accordance with the so-called general approach. Impairment losses are generally
recognised in separate accounts.
Changes in the fair value of financial assets measured at fair value through other comprehensive
income (FVOCI) are recognised in other comprehensive income and reclassified to the income
statement when the assets are sold. Impairment losses on financial assets in the FVOCI
category are determined in the same way as impairment losses on financial assets in the AC
category and recognised in profit or loss.
In accordance with the provisions of IFRS 9, own equity instruments are either measured at fair
value through profit or loss (FVPL) or at fair value through other comprehensive income
without reclassification (FVOCInR).
As part of cash flow hedging, which continues to be accounted for in accordance with IAS 39,
METRO hedges the exposure to variability in future cash flows. For this purpose, future
transactions and related hedging instruments are designated as hedging relationships for
accounting purposes. The effective portion of changes in the fair value of the hedging
instrument that regularly meets the definition criteria of a derivative is initially recognised
directly in equity under consideration of deferred taxes. The ineffective portion is recognised
directly in profit or loss. For future transactions that result in the recognition of a non-financial
asset or a non-financial liability, the cumulative changes in the fair value of the hedging
instrument are removed from other comprehensive income and included in the initial cost of the
other carrying amount of the asset or liability. In case the hedging transaction relates to
financial assets, financial liabilities or future transactions, the changes in fair value of the
hedging instrument are transferred from other comprehensive income to profit or loss in the
reporting period in which the hedged item is recognised in the income statement. The term of
the hedging instrument is aligned to coincide with the occurrence of the future transaction.
Other financial and other non-financial assets
Assets reported under other financial assets are generally recognised at cost of purchase less
directly attributable transaction costs and measured at amortised cost. Impairment losses are
determined for the reporting period in accordance with the general approach.
Other financial assets also include derivative financial instruments that are measured at fair
value through profit or loss.
Deferred income presented pertains to transitory items.
Deferred tax assets and deferred tax liabilities
Deferred tax assets and deferred tax liabilities are determined using the asset-liability method.
Deferred tax assets are recognised only to the extent that it is probable that sufficient taxable
profit will be available in the future to allow the corresponding benefit of that deferred tax
asset to be realised.
Deferred tax assets and deferred tax liabilities are netted if these income tax assets and
liabilities concern the same tax authority and refer to the same tax subject or a group of
different tax subjects that are jointly assessed for income tax purposes. Deferred tax assets are
remeasured at the end of each reporting period and adjusted if necessary.
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Deferred taxes are determined on the basis of the tax rates expected in each country upon
realisation. In principle, these are based on enacted laws or legislation that has been passed at
the time of the closing date.
The assessment of deferred taxes reflects the tax consequence arising from METRO’s
expectations as of the closing date with regard to the manner in which the carrying amounts of
the assets will be realised or the liabilities will be settled.
Inventories
In accordance with IAS 2 (Inventories), merchandise held as inventories is recognised at cost of
purchase. The cost of purchase is determined either on the basis of a separate measurement of
additions or by means of the weighted average cost method. Considerations from suppliers to
be classified as a reduction in the cost of purchase are deducted when the costs of acquisition
are determined.
Merchandise is measured as of the closing date at the lower of cost or net realisable value.
Merchandise is written down on a case-by-case basis if the net realisable value declines below
the carrying amount of the inventories. Such net realisable value corresponds to the anticipated
estimated selling price less the attributable costs necessary to make the sale.
When the reasons for a write-down of the merchandise have ceased to exist, the previously
recognised impairment loss is reversed.
Trade receivables
Trade receivables are recognised at amortised cost. For the reporting period, expected
impairments determined on the basis of a provision matrix are taken into account. If there are
further doubts about their recoverability, the trade receivables are recognised at the lower
present value of the estimated future cash flows.
Income tax assets and liabilities
The income tax assets and liabilities presented relate to domestic and foreign income taxes for
the reporting period as well as prior periods. They are determined in compliance with the tax
laws of the respective country.
Income tax liabilities are calculated in accordance with IAS 12 and IFRIC 23. Recognition and
measurement requires estimates and assumptions to be made, for example whether an estimate
is made separately or together with other uncertainties, whether a probable or expected value
for the uncertainty is used, and whether changes have occurred compared to the previous
period. The detection risk is irrelevant for the accounting treatment of uncertain balance sheet
items. Accounting is based on the assumption that the tax authorities will investigate the matter
in question and that they have all relevant information at their disposal.
The group companies are subject to income taxes in various countries worldwide. In assessing
the worldwide income tax assets and liabilities, the interpretation of tax regulations in particular
may be subject to uncertainty. It cannot be ruled out that the respective tax authorities may
have different views on the correct interpretation of tax regulations. Changes in assumptions
about the correct interpretation of tax standards, for example due to changes in case law, are
reflected in the accounting treatment of uncertain income tax assets and liabilities in the
relevant financial year.
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Cash and cash equivalents
Cash and cash equivalents comprise cheques, cash on hand, bank deposits and other short-
term liquid financial assets, such as accessible deposits on lawyer trust accounts or cash in
transit, with an original term of up to 3 months. They are measured at their respective nominal
values.
Non-current assets held for sale, liabilities related to assets held for
sale and discontinued operations
In accordance with IFRS 5 (Non-current Assets Held for Sale and Discontinued Operations), an
asset is classified as a non-current asset held for sale if the respective carrying amount will be
recovered principally through a sale transaction rather than through continuing use.
Analogously, liabilities related to assets held for sale are presented separately in the balance
sheet. A sale must be feasible in practice and be planned for execution within the subsequent
12 months.
Employee benefits
Employee benefits include:
•
Short-term employee benefits
•
Post-employment benefits
•
Obligations similar to pensions
•
Termination benefits
•
Share-based payments
•
Other long-term employee benefits
Short-term employee benefits include, for example, wages and salaries, social security
contributions, paid annual leave and paid sick leave and are recognised as liabilities at the
amount (to be) disbursed as soon as the associated job performance has been rendered.
Post-employment benefits are provided in the context of defined benefit or defined
contribution plans. In the case of defined contribution plans, the obligation to make periodic
contributions to an external pension provider is recognised as expenses for post-employment
benefits at the same time as the beneficiaries provide their service. Missed payments or
prepayments to the external pension provider are accrued or deferred as liabilities or
receivables. Liabilities with a term of over 12 months are discounted.
The actuarial measurement of pension provisions for post-employment benefits plans as part of
a defined benefit plan is effected in accordance with the projected unit credit method as
stipulated by IAS 19 (Employee Benefits) on the basis of actuarial reports. Based on biometric
data, this method takes into account known pensions and pension entitlements at the closing
date as well as expected increases in future wages and pensions. Where the employee benefit
obligations determined or the fair value of the plan assets increase or decrease between the
beginning and end of a financial year as a result of experience adjustments (for example a
changed fluctuation rate) or changes in underlying actuarial assumptions, this will result in
actuarial gains and losses. These are recognised in other comprehensive income outside of
profit or loss. Effects of plan changes and curtailments are recognised fully under service costs
through profit or loss. The interest element of the addition to the provision is presented as
interest expenses as part of the financial result. Insofar as plan assets exist, the amount of the
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pension obligation is generally the result of the difference between the present value of defined
benefit obligations and the fair value of the plan assets.
Provisions for obligations similar to pensions (such as anniversary allowances and death
benefits) are based on the present value of future payment obligations to the employee or his
or her surviving dependants less any associated assets measured at fair value. The amount of
provisions is determined on the basis of actuarial reports in line with IAS 19. Actuarial gains and
losses are recognised in the period in which they are incurred.
Termination benefits comprise severance payments to employees. They are recognised as
liabilities through profit or loss when contractual or factual payment obligations towards the
employee are to be made in relation to the termination of the employment relationship. Such an
obligation exists when a formal plan for the early termination of the employment relationship is
available to which the company is bound. Benefits with terms of more than 12 months after the
reporting period are recognised at their present value.
The share bonuses granted under the share-based remuneration system in previous years are
classified as cash-settled share-based payments in accordance with IFRS 2 (Share-based
Payment). For these share-based payments, provisions are set up on a pro rata basis, measured
at the fair value of the obligations entered into. The recognition of the provision follows a
prorated approach over the underlying vesting period and is recognised in profit or loss as
personnel expenses. The fair value is remeasured at each closing date during the vesting period
based on an option pricing model. Provisions are adjusted accordingly through profit or loss.
The other long-term employee benefits include the future benefits earned by employees in
exchange for work performed in the current and previous periods (such as long-term profit
sharing). These benefits are recognised at their present value.
(Other) provisions
Long-term provisions with a term of more than 1 year are discounted to the closing date using
an interest rate for matching maturities reflecting current market expectations regarding
interest rate effects. Provisions with a term of less than 1 year are discounted accordingly, if the
interest rate effect is material. Claims for recourse are not netted with provisions, but
recognised separately as an asset if their realisation is considered virtually certain.
Provisions for restructurings are recognised if a constructive obligation for restructuring has
been formalised by means of adopting a detailed restructuring plan and its communication to
those employees affected as of the closing date.
Recognition of warranty provisions that do not fall into the scope of IFRS 15 (Revenue from
Contracts with Customers) is based on past warranty claims and the sales of the current
financial year.
(Other) financial liabilities
In accordance with IFRS 9, financial liabilities are assigned to one of the following categories:
•
At fair value through profit or loss
•
Other financial liabilities
The initial recognition of financial liabilities and the subsequent measurement of financial
liabilities at fair value through profit or loss are conducted in analogy to the corresponding
guidance as it is applied to financial assets.
All other financial liabilities are presented as such. They are measured at their amortised cost
using the effective interest method.
To our shareholders
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Notes
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METRO ANNUAL REPORT 2023/24
113

The fair value option according to IFRS 9 is not applied to financial liabilities at METRO.
The fair values provided for the financial liabilities in the notes have been determined on the
basis of the interest rates prevailing at the closing date for the remaining terms and redemption
structures.
A financial liability is derecognised only when it has expired or when the contractual obligations
have been discharged or cancelled or have expired.
Trade liabilities
Trade liabilities are recognised at amortised cost.
Leases
Under IFRS 16, a contract is a lease or includes a lease when it conveys the right to use an
identified asset for a specified period in exchange for a consideration.
Exercising of options
Various options are available to lessees. METRO did not make use of the option of creating a
portfolio of leases with the same or similar characteristics for accounting and measurement
purposes. However, METRO exercises the option to not apply the right-of-use approach to
leases for which the underlying asset is of low value (mainly business and office equipment) or
to short-term leases (maximum term of 12 months). Rental expenses for these assets are
therefore recognised directly in the income statement.
The option to separate lease and non-lease components (services) is not exercised and the non-
lease components are included in the right-of-use assets to be recognised.
Furthermore, the option to capitalise leased intangible assets was not exercised. These assets
still fall within the scope of IAS 38.
METRO as lessee
The company recognises an asset with a right of use and a lease liability at the inception of the
lease. The right of use is initially measured at cost, which is the initial amount of the lease
liability, adjusted for any lease payments made on or before the commencement date, plus any
initially incurred direct costs, less any incentives received. The right of use is subsequently
amortised on a straight-line basis over the shorter lease term or the useful life of the underlying
asset. The lease liability is initially measured at the present value of the lease payments, which
are discounted at the interest rate inherent in the lease agreement; if this interest rate cannot
be readily determined, they are discounted at the incremental borrowing rate that the company
would have to pay for borrowing funds to acquire an asset of similar value in a similar economic
environment. To determine the incremental borrowing rate, METRO uses country- and currency-
specific reference interest rates based on risk-free rates with matching maturities, plus the
credit risk premium. This is determined for each country on a quarterly basis and is broken
down by maturity.
The lease liability is measured at amortised cost using the effective interest method. It is
remeasured if the future lease payments change as a result of a change in the index or interest
rate, if the company’s estimate of the amount expected to be payable under a residual value
guarantee changes, or if the company changes its assessment of whether it will exercise a
purchase, renewal or termination option. Extension and termination options are included in a
significant number of leases in all asset classes of METRO. Extension options (or termination
options) are included in the term of the lease if their exercise (or non-exercise in the case of
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes

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METRO ANNUAL REPORT 2023/24
114

termination options) is sufficiently certain. In determining the lease term, management takes
into account all facts and circumstances that create an economic incentive to exercise a
renewal option or not to exercise a termination option. Examples of facts and circumstances
include the terms of the lease for the optional periods compared to market conditions,
significant improvements to the leases, costs associated with terminating the lease contract and
the significance of the underlying asset to METRO’s operations. The measurement is reviewed if
a significant event or significant change in circumstances occurs that affects this measurement.
Rights of use are recognised in the balance sheet under property, plant and equipment. Rights
of use that meet the definition of investment property are included under investment properties
and are recognised separately in the financial statements. Lease liabilities are included in
financial liabilities.
In the cash flow statement, the company has classified the redemption of lease payments and
the interest portion within financing activities. Lease payments are divided into a redemption
and an interest portion and are included in the cash flow statement in the line lease
disbursements. Lease payments for short-term leases, lease payments for leases of low-value
assets and variable lease payments not included in the measurement of the lease liability are
classified as cash flows from operating activities.
METRO as lessor
If the company is the lessor in a sublease, it determines at the inception of the lease whether
each lease is a finance lease or an operating lease. To classify each lease, the company makes
an overall assessment of whether the lease generally transfers all the risks and benefits
associated with ownership of the underlying asset. If this is the case, the lease is a finance lease;
otherwise, it is an operating lease. As part of this assessment, the company considers certain
indicators, for example whether the lease covers most of the lease term of the main lease of the
asset.
If the lease is a finance lease, the corresponding interest income from leases is recognised in
cash flow from operating activities.
If the company is an intermediate lessor, it accounts for its interest in the main lease agreement
and the sublease agreement separately. If a main lease is a short-term lease to which the
company applies the exception described above, the company classifies the sublease as an
operating lease. The company recognises lease payments it receives under operating leases as
rental income.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
115

Other
Accounting for derivative financial instruments and hedge accounting
Derivative financial instruments are exclusively utilised to reduce risks. They are used in
accordance with the respective group guideline.
All derivative financial instruments that are not designated as part of a hedge accounting
relationship are measured at fair value in accordance with IFRS 9 and presented under other
financial assets or other financial liabilities.
Derivative financial instruments are measured on the basis of interbank terms and conditions,
including the credit margin or stock exchange prices applicable to METRO where appropriate –
in this respect, the average rate at the closing date is used. Where no stock exchange prices can
be used, the fair value is determined by means of accepted financial models.
In case of effective hedge accounting transactions in accordance with IAS 39, the effective
portion of the change in the derivative used as hedging instrument is recognised in other
comprehensive income as part of the cash flow hedges. A transfer to the income statement is –
in general – only processed when the underlying transaction is realised. The ineffective portion
of the change in the value of the hedging instrument is immediately reported in profit or loss.
Considerations from suppliers
Depending on the underlying circumstances, considerations from suppliers are recognised as a
reduction in the cost of purchase, a reimbursement of own costs or a payment for services
rendered. Considerations from suppliers are deferred at the closing date insofar as they have
been contractually agreed and their collection is likely to be realised. For supplier
remunerations of METRO’s costs linked to calendar year targets, the considerations from
suppliers included in the financial statement are based on appropriate extrapolations.
To our shareholders
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Combined Management Report
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Notes
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METRO ANNUAL REPORT 2023/24
116

Estimates and assumptions, management judgement
Estimates and assumptions
The preparation of these consolidated financial statements was based on estimates and assumptions,
taking into account the current business environment, in particular the continuing war in Ukraine,
which affected the disclosure and amount of assets and liabilities, income and expenses and
contingent liabilities. Estimates and underlying assumptions with major effects were particularly
made in connection with the war in Ukraine with respect to the following situations:
•
Impairment testing of assets with and without a definite useful life, including goodwill, brand
rights with indefinite useful lives, and customer bases, if necessary including a sensitivity analysis.
•
Recoverability of receivables – in particular trade receivables and receivables due from suppliers.
•
Measurement of inventories, particularly with regard to write-downs to lower net realisable
values.
For METRO Russia and METRO Ukraine, goodwill was already fully impaired as of 31 March 2022.
Additionally, impairment losses had been recognised in previous years and adjusted in the current
year on tangible assets in stores in Ukraine that are geographically close to the crisis areas and whose
sales and earnings expectations collapsed significantly at the outbreak of the war. They currently
amount to between 30% and 100% of the remaining carrying amounts. Markets in Russia were
likewise analysed and impaired as needed on the basis of current earnings expectations and real
estate valuations in the previous year. On balance, adjustments for these effects had no measurable
impact in the current financial year. After impairment, the carrying amount corresponds to the
recoverable amount.
The valuation of inventories and receivables considered risk provisions that were in line with the
current business environment.
In addition to the issues resulting from the war in Ukraine, valuation adjustments may especially arise
for the following items within the next financial year:
•
Assets with and without a definite useful life, including goodwill, brand rights with indeterminable
useful lives, and customer bases. Meanwhile, short-term declines in earnings have no impact on
the existing carrying amounts of goodwill (no. 17 – goodwill and other intangible assets and no. 18
– property, plant and equipment).
•
For the measurement of receivables, increased specific bad debt allowances were recognised in
view of the current business situation in the HoReCa sector. Furthermore, the future element was
reflected in a risk-adequate amount as part of the general risk provisioning in accordance with
IFRS 9 (no. 23 – trade receivables). For the risk assessment, the current political and economic
conditions are continuously monitored.
•
Pension provisions (no. 28 – provisions for post-employment benefits plans and similar
obligations)
Management judgement
Information on the key judgemental decisions that materially affected the amounts reported in these
consolidated financial statements relates to the following circumstances or note disclosures:
•
Determination of lease terms, taking into account relevant facts and circumstances relating to
economic incentives affecting the likelihood of tenants exercising renewal options or not
exercising termination options, as well as determination of the incremental borrowing rate (no. 42
– leases)
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
117

CAPITAL MANAGEMENT
The aim of the capital management strategy of METRO is to secure the company’s business
operations to continue, to increase the value of the company, to create solid capital resources
to finance future growth and to provide for attractive dividend payments and capital service.
The capital management strategy of METRO has remained unchanged compared with the
previous year.
Equity, liabilities and net debt in the consolidated financial
statements
€ million
30/9/2023
30/9/2024
Equity before non-controlling interests
2,011
1,668
Liabilities
9,625
10,067
Net debt
3,051
3,203
Financial liabilities
3,663
4,019
thereof liabilities from leases
(2,621)
(2,725)
Cash and cash equivalents
591
794
Current financial investments1
21
22
1
Shown in the balance sheet under other financial assets (current).
The cash of our Russian group companies amounts to €184 million (30/9/2023: €101 million). In
addition, €82 million (30/9/2023: €81 million) of the liabilities from leases is attributable to the
Russian national subsidiaries.
Local capital requirements
The capital management strategy of METRO consistently aims to ensure that the group
companies’ capital resources meet the local requirements. During financial year 2023/24, all
external capital requirements were met. This includes, for example, adherence to a defined level
of indebtedness and a fixed equity ratio.
To our shareholders
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Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
118

CONSOLIDATION GROUP AND INVESTMENTS
Consolidation group and investments
Besides METRO AG, all companies indirectly or directly controlled by METRO AG are included
in the consolidated financial statements if these companies individually or as a group are not
immaterial to the consolidated financial statements. Control exists if there is a possibility to
control a company’s financial and business policy through a majority of voting rights or
according to the Articles of Association, company contract or contractual agreement in order
to benefit from this company’s business activities.
Including METRO AG, 97 German (30/9/2023: 106) and 165 international (30/9/2023: 171)
companies are included in the consolidated financial statements.
The consolidation group changed as follows in financial year 2023/24:
As of 1/10/2023
277
Changes in financial year 2023/24
Companies merged with or added to other consolidated subsidiaries
−17
Disposal of shares
0
Liquidations
−5
Newly founded companies
1
Acquisitions
6
As of 30/9/2024
262
Disclosures on shareholdings of METRO AG and the METRO group, which are a part of these
financial statements, are made in an appendix to the notes. This is included in the accounting
documents submitted to the Company Register and can also be found at www.metroag.de/
shareholdings.
Pursuant to § 264 Section 3 or § 264b of the German Commercial Code (HGB), some
consolidated subsidiaries are exempt from the obligation to comply with the supplementary
accounting, auditing and/or disclosure requirements which apply to corporations and certain
partnerships. These are marked accordingly in the appendix to the notes with the disclosures
on shareholdings of METRO AG and the group.
To our shareholders
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Combined Management Report
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Notes
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METRO ANNUAL REPORT 2023/24
119

Notes to the Business Combinations
The following assets and liabilities were acquired as a result of business combinations in
financial year 2023/24:
Acquired assets and liabilities
€ million
Fisk Idag
Donier
Caterite
Assets
7
6
39
Other intangible assets
0
0
13
Property, plant and equipment
3
2
10
Deferred tax assets
0
0
1
Inventories
1
1
3
Trade receivables
1
1
5
Other financial assets (current)
0
0
1
Other non-financial assets (current)
0
0
2
Cash and cash equivalents
0
1
4
Liabilities
5
6
13
Borrowings (non-current)
1
1
2
Deferred tax liabilities
0
0
4
Trade liabilities
2
1
5
Borrowings (current)
0
1
1
Other financial liabilities (current)
1
3
2
Other non-financial liabilities (current)
2
0
0
Fisk i dag i Göteborg AB (Fisk Idag)
Under the purchase contract dated 20 December 2023, the delivery specialist Johan i Hallen &
Bergfalk (JHB), which has been part of METRO since May 2023, acquired 100% of the shares in
Fisk i dag i Göteborg AB, Sweden, (merged into JHB) as at 12 February 2024. The purchase
price, which was exclusively settled in cash, was in the mid single-digit million-euro range.
Fisk Idag is an established regional fish wholesaler that operates in particular in western
Sweden, including the Gothenburg region. With around 50 employees, the company, which has
extensive fish and seafood expertise, serves over 500 customers throughout the country. As a
result of acquiring Fisk Idag, JHB is well positioned to maintain its growth momentum and
enhance its competitiveness in the food service sector in Sweden and Finland.
The initial consolidation was based on the monthly financial statements as of 31 January 2024.
Fisk Idag is part of the segment West. The gross amount of trade receivables is €2 million, of
which €0 million was assessed as probably uncollectible at the time of the acquisition. Costs of
€0 million were incurred in connection with the transaction and are included in administrative
expenses. The acquisition of Fisk Idag resulted in preliminary goodwill of €3 million, which is
mainly attributable to the future earnings potential as well as the expected synergy effects. The
recognised goodwill is not deductible for tax purposes.
Since its initial consolidation, Fisk Idag has contributed €17 million to METRO’s sales and
€0 million to profit or loss for the period. Assuming that the acquisition had taken place on
1 October 2023, Fisk Idag would have contributed €25 million to METRO’s group sales and
reduced its group profit or loss for the period by €1 million.
To our shareholders
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METRO ANNUAL REPORT 2023/24
120

Donier Gastronomie (Donier)
Under the purchase contract dated 19 June 2024, JHB acquired 100% of the shares in Thisigma
Holding Oy, Finland, and of Donier Gastronomie Oy, Finland, as of 19 June 2024. The purchase
price, which was exclusively settled in cash, was in the upper single-digit million-euro range.
Donier is a recognised premium food supplier with a strong presence in Finland’s most
important metropolitan regions; it has its own well-developed meat production and cheese
expertise as well as growing fish expertise. The company delivers to around 900 local
customers countrywide. The acquisition of Donier will strengthen JHB’s market position in
Finland considerably and give JHB strong growth momentum. In addition, the acquisition
contributes to JHB’s goal to become the leading fresh meat and fish specialist in the Nordic
countries.
The initial consolidation was based on the monthly financial statements as of 30 June 2024.
Donier is part of the segment West. The gross amount of trade receivables is €1 million, of
which €0 million was assessed as probably uncollectible at the time of the acquisition. Costs of
€0 million were incurred in connection with the transaction and are included in administrative
expenses. The acquisition of Donier resulted in preliminary goodwill of €10 million, which is
mainly attributable to the future earnings potential as well as the expected synergy effects. The
recognised goodwill is not deductible for tax purposes.
Since its initial consolidation Donier has contributed €3 million to METRO’s sales and €0 million
to profit or loss for the period. Assuming that the acquisition had taken place on
1 October 2023, JHB would have contributed €18 million to METRO’s group sales and €1 million
to its group profit or loss for the period.
Caterite Food and Wineservice Limited (Caterite)
Under the purchase contract dated 28 August 2024, METRO acquired 100% of the shares in the
following companies as of 29 August 2024:
•
Caterite Food and Wineservice Limited, Great Britain
•
Box Clever Cumbria Limited, Great Britain
•
Grapevine, The Wineservice Company Limited, Great Britain
The preliminary purchase price, which was exclusively settled in cash, was in the mid double-
digit million-euro range.
Caterite is a British food service specialist that delivers to over 2,000 HoReCa customers in the
premium hospitality and mass catering industry. Due to Caterite’s focus on the Lake District,
which is popular with tourists, and adjacent regions, the acquisition helps METRO grow its FSD
activities in the north of Great Britain and in this way accelerate its countrywide expansion.
Within METRO, Caterite will complement the activities of the FSD specialist Classic Fine Foods
UK, which delivers to premium customers, especially in Greater London, the south west and the
middle of Great Britain, and this will have synergy potential across companies. While Caterite
will initially continue to operate under the established brands and in the existing form, the aim
is to collaborate with Classic Fine Foods UK in areas such as product range, procurement,
knowledge transfer and logistics.
The initial consolidation was based on the monthly financial statements as of 31 August 2024.
Caterite is part of the segment West. The licence price analogy method was used to determine
the fair values of the acquired brand rights. The acquired customer relationships were
measured using the residual value method, with the deduction of such cash flows that are
associated with supporting assets. The gross amount of trade receivables is €5 million, of which
€0 million was assessed as probably uncollectible at the time of the acquisition. Costs of
To our shareholders
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Combined Management Report
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Notes
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METRO ANNUAL REPORT 2023/24
121

€1 million were incurred in connection with the transaction and are included in administrative
expenses. With regard to the determination of the purchase price, the initial consolidation of
Caterite should be considered to be preliminary. The acquisition of Caterite resulted in
preliminary goodwill of €7 million, which is mainly attributable to the future earnings potential
as well as the expected synergy effects. The recognised goodwill is not deductible for tax
purposes.
Since its initial consolidation, Caterite has contributed €5 million to METRO’s sales and
€0 million to profit or loss for the period. Assuming that the acquisition had taken place on
1 October 2023, Caterite would have contributed €55 million to METRO’s group sales and
€1 million to its group profit or loss for the period.
Overview of the major fully consolidated group companies
Based on the amount of external group sales revenues, the following subsidiaries in particular
are considered material. Furthermore, additional companies have strategic importance (for
example METRO Markets GmbH, DISH Digital Solutions GmbH) or provide significant intra-
group services (for example METRO Sourcing International Limited, METRO Properties GmbH &
Co. KG, METRO Digital GmbH).
Name
Registered office
Group shares
in % 30/9/
2023 and 30/
9/2024
Sales
(€ million)
2023/24
METRO FRANCE S.A.S.
Nanterre, France
100.00
5,087
METRO Deutschland GmbH
Düsseldorf, Germany
100.00
4,628
METRO Cash & Carry OOO
Moscow, Russia
100.00
2,438
METRO CASH & CARRY ROMANIA SRL
Bucharest, Romania
100.00
2,145
METRO Italia S.p.A.
San Donato Milanese, Italy
100.00
1,983
MAKRO DISTRIBUCION MAYORISTA, S.A.U.
Madrid, Spain
100.00
1,733
Metro Grosmarket Bakirköy Alisveris Hizmetleri
Ticaret Ltd. Sirketi
Istanbul, Turkey
100.00
1,530
Makro Cash and Carry Polska S.A.
Warsaw, Poland
100.00
1,489
MAKRO Cash & Carry CR s.r.o.
Prague, Czech Republic
100.00
1,409
Overview of subsidiaries with significant non-controlling
interests
The following table shows the financial information of METRO Cash & Carry Österreich GmbH,
headquartered in Vösendorf, Austria, with a participation rate of non-controlling shareholders
of 27%.
€ million
Non-
controlling
interests
Allocated
dividend1
Non-current
assets
Current assets
Non-current
liabilities
Current
liabilities
Sales
Profit
shares1
30/9/2023
13
6
257
95
90
189
813
1
30/9/2024
1
4
235
103
95
208
874
−6
1
Attributable to non-controlling interests.
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METRO ANNUAL REPORT 2023/24
122

Investments accounted for using the equity method
11 associates (30/9/2023: 12) and 8 joint ventures (30/9/2023: 8) are accounted for in the
consolidated financial statements using the equity method.
Disclosures on the major investments accounted for using the equity method can be found in
the following table.
Apart from Habib METRO Pakistan (closing date 30 June) and Košík Holding a.s. (closing date
31 March), all companies have 31 December as the closing date. The companies are included in
the consolidated financial statements of METRO AG with their latest available (interim) financial
statements.
Habib METRO
Pakistan
OPCI FWP
OPCI FWS
EKS
Handelsgesellschaft
Miscellaneous
€ million
2022/23
2023/24
2022/23
2023/24
2022/23
2023/24
2022/23
2023/24
2022/23
2023/24
Disclosures on the
income statement
Sales revenues
9
9
21
23
20
20
87
99
207
207
Tax profit for the
period from continuing
operations
5
7
14
15
13
11
73
85
−15
−16
Other comprehensive
income
–
–
–
–
–
–
–
–
–
–
Total comprehensive
income
5
7
14
15
13
11
73
85
−15
−16
Dividend payments to
the group
0
4
1
1
4
4
6
7
2
3
Disclosures on the
balance sheet
Non-current assets
18
18
257
257
248
249
–
–
–
–
Current assets
18
22
10
6
5
4
77
64
–
–
Non-current liabilities
3
4
97
96
93
94
–
–
–
–
Current liabilities
2
3
0
0
0
0
4
5
–
–
Net assets
30
33
170
168
161
158
73
60
–
–
Amount of the share
(in %)
40
40
5
5
25
25
151
151
–
–
Share of the group in
the net assets
12
13
9
8
40
40
6
5
–
–
Adjustment of asset
values
4
4
–
–
–
0
−1
–
–
–
Carrying amount of the
share in the group
16
17
9
8
40
39
5
5
27
28
1
Profit distribution differs from percentage held.
METRO’s representation on the supervisory board of OPCI FRENCH WHOLESALE PROPERTIES
– FWP means that significant influence is maintained and equity accounting is appropriate,
although the investment only amounts to 5%.
The investments accounted for using the equity method within the group are mainly associates
and rental companies. The main purpose of the rental companies is to acquire, lease out and
manage assets. The assets of these real estate companies are mainly leased by METRO
companies.
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METRO ANNUAL REPORT 2023/24
123

NOTES TO THE INCOME STATEMENT
1.
Sales revenues
Sales to customers are allocated to the following categories:
2022/23
2023/24
€ million
Store-
based and
other
business
Delivery
business
METRO
MARKETS
sales
Total sales
Store-
based and
other
business
Delivery
business
METRO
MARKETS
sales
Total sales
METRO total
23,342
7,099
110
30,551
22,923
7,942
165
31,029
Germany
4,042
855
–
4,897
4,007
926
–
4,933
West
9,296
3,276
–
12,573
9,091
3,728
–
12,819
Russia
2,031
478
–
2,510
1,868
570
–
2,438
East
7,870
2,490
–
10,359
7,868
2,704
–
10,571
Others
102
0
110
213
89
15
165
268
2.
Other operating income
€ million
2022/23
2023/24
Services rendered to suppliers
122
127
Rents incl. reimbursements of incidental rental costs
153
120
Other services
118
104
Income from logistics services
97
86
Gains from the disposal of fixed assets and gains from the reversal of
impairment losses
232
74
Gains from deconsolidation
165
0
Miscellaneous
201
136
1,088
647
Income from logistics services is offset by expenses from logistics services, which are reported
under other operating expenses.
Gains on the disposal of non-current assets and on the reversal of impairment losses relate
primarily to the sale of real estate in the amount of €38 million (2022/23: €209 million).
Other operating income includes income from the use of the METRO brand, cost allocations
and a great number of insignificant individual items.
3.
Selling expenses
Selling expenses include personnel expenses in the amount of €2,230 million (2022/23:
€2,150 million) as well as cost of material in the amount of €2,163 million (2022/23:
€2,201 million).
The decrease in cost of material primarily results from lower advertising and energy costs. By
contrast, other transport costs went up.
4.
General administrative expenses
General administrative expenses include personnel expenses in the amount of €517 million
(2022/23: €483 million) as well as cost of material in the amount of €436 million (2022/23:
€408 million).
Obligations to make severance payments contributed to the increase in personnel expenses.
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Combined Management Report
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METRO ANNUAL REPORT 2023/24
124

5.
Other operating expenses
Other operating expenses primarily include expenses from logistics services in the amount of
€106 million (2022/23: €117 million). The expenses are offset by income from logistics services,
which are reported under other operating income. In addition, impairment losses of €20 million
(2022/23: €0 million) were recognised on goodwill and losses from the disposal of non-current
assets of €13 million (2022/23: €10 million) were incurred.
6.
Impairment of financial assets
The result from impairment of financial assets includes impairment losses on operational
receivables from contracts with customers in the amount of €14 million (2022/23: €12 million).
This includes expenses from additions to impairment losses, income from the reversal of
impairment losses, and income from the receipt of cash and cash equivalents for financial
assets that have already been derecognised.
7.
Income from companies accounted for using the equity
method
Of the income from companies accounted for using the equity method, €12 million (2022/23:
€13 million) is attributable to the segment West, €12 million (2022/23: €0 million) to the
segment Others and €0 million (2022/23: €0 million) to the segment East.
8.
Other investment result
The other investment result includes the impact of the fair value measurement of investments in
the amount of €−14 million (2022/23: €−5 million). Dividends from investments amounted to
€1 million (2022/23: €2 million).
The item also includes the net disposal gain and the results of the fair value measurement of the
shares in WM Holding (HK) Limited and the related put option in an amount of €24 million
(2022/23: €−35 million).
9.
Net interest income/interest expenses
The interest result primarily includes interest from leases. Interest from financial instruments of
the measurement categories according to IFRS 9 is included in interest income in the amount of
€30 million (2022/23: €15 million) and in interest expenses in the amount of €64 million
(2022/23: €47 million). Interest income and interest expenses from financial instruments are
assigned to the measurement categories according to IFRS 9 on the basis of the underlying
transactions.
The interest expenses included here (of the measurement categories in accordance with IFRS 9)
particularly include interest expenses for issued bonds (including the Euro Commercial Paper
Programme) of €37 million (2022/23: €28 million) and for liabilities to banks of €21 million
(2022/23: €15 million).
10. Other financial result
The other financial income and expenses from financial instruments are assigned to
measurement categories according to IFRS 9 on the basis of the underlying transactions.
To our shareholders
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Notes
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METRO ANNUAL REPORT 2023/24
125

Besides income and expenses from the measurement of financial instruments (except
derivatives in hedging relationships), this also includes the measurement of foreign currency
positions.
€ million
2022/23
2023/24
Other financial income
1,030
456
thereof currency effects
(539)
(118)
thereof hedging transactions
(56)
(9)
Other financial expenses
−821
−551
thereof currency effects
(−305)
(−160)
thereof hedging transactions
(−47)
(−10)
Other financial result
209
−96
thereof from financial instruments of the measurement categories
according to IFRS 9
(278)
(−44)
thereof impairment losses on receivables from finance leases
(−15)
(−1)
thereof cash flow hedges:
ineffectiveness
(−4)
(−1)
The total comprehensive income from currency effects and measurement results from hedging
transactions and hedging relationships totalled €−43 million (2022/23: €244 million).
Compared to the prior-year period – which had been impacted by non-cash positive
measurement effects from intra-group rouble positions – changes in the exchange rate of the
rouble did not have any significant impact in the reporting period.
The effect from the application of financial reporting in hyperinflationary economies had a
negative impact on the other financial result; income of €298 million (2022/23: €400 million)
was offset by expenses of €320 million (2022/23: €383 million).
11. Net results according to measurement categories
The key effects of income from financial instruments are as follows:
2022/23
€ million
Investments
Interest
Fair value
measurements
Currency
translations
Disposals
Impairments
Other
Net
result
Financial assets measured at amortised
cost, incl. cash and cash equivalents
0
14
0
256
0
−13
0
257
Financial assets at fair value through profit
or loss
−33
1
15
0
0
0
0
−17
Equity instruments measured outside of
profit or loss
0
0
0
0
0
0
0
0
Financial liabilities measured at amortised
cost
0
−47
12
0
14
0
−5
−26
−33
−31
27
257
14
−13
−5
215
2023/24
€ million
Investments
Interest
Fair value
measurements
Currency
translations
Disposals
Impairments
Other
Net
result
Financial assets measured at amortised
cost, incl. cash and cash equivalents
0
30
0
−33
0
−21
1
−23
Financial assets at fair value through
profit or loss
12
0
1
0
0
0
0
12
Equity instruments measured outside of
profit or loss
0
0
0
0
0
0
0
0
Financial liabilities measured at amortised
cost
0
−64
−3
−4
8
0
−4
−67
12
−34
−3
−37
8
−21
−4
−78
To our shareholders
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Notes
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METRO ANNUAL REPORT 2023/24
126

The income and expenses from financial instruments are assigned to measurement categories
according to IFRS 9 on the basis of the underlying transactions.
Investment income and income effects from the disposal of investments are included in the
other investment result. This includes the result from the valuation of a put option of €−1 million
(2022/23: €−30 million) in connection with the shares in WM Holding (HK) Limited. The income
and expenses from interest are part of the interest result.
Income effects from the disposal of other financial liabilities are included in earnings before
interest and taxes (EBIT). The expenses from impairment losses on financial assets are included
in the result from impairments on financial assets.
12. Income taxes
Income taxes include the taxes on income paid or owed in the individual countries as well as
deferred taxes.
€ million
2022/23
2023/24
Deferred tax expense/income (+/−)
82
−26
thereof from temporary differences
(75)
(−42)
thereof from loss and interest carry-forwards
(7)
(16)
€ million
2022/23
2023/24
Actual taxes
88
116
thereof Germany
(17)
(12)
thereof international
(71)
(104)
thereof tax expenses/income of current period
(153)
(114)
thereof tax expenses/income of previous periods
(−66)
(2)
Deferred taxes
82
−26
thereof Germany
(14)
(18)
thereof international
(68)
(−44)
170
90
The income tax rate of the German companies of METRO consists of a corporate income tax of
15.00% plus a 5.50% solidarity surcharge on corporate income tax as well as the trade tax of
14.70% given an average assessment rate of 420.00%. All in all, this results in an aggregate tax
rate of 30.53%. The tax rates are unchanged from the previous year. The income tax rates
applied to foreign companies are based on the respective laws and regulations of the individual
countries and vary within a range of 9.00% (2022/23: 0.00%) and 30.71% (2022/23: 38.07%).
The tax expense includes a deferred tax expense from the devaluation of a deferred tax asset in
the amount of €22 million (2022/23: €37 million).
Applying the German group tax rate to the reported pre-tax result would result in an income
tax expense of €−11 million (2022/23: €186 million). The deviation of €101 million (2022/23:
€−16 million) from the reported tax expense of €90 million (2022/23: €170 million) can be
reconciled as follows:
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METRO ANNUAL REPORT 2023/24
127

€ million
2022/23
2023/24
Earnings before taxes (EBT)
609
−35
Expected income tax expenses (30.53%)
186
−11
Effects of differing national tax rates
−15
−24
Tax expenses and income relating to other periods
−66
2
Non-deductible business expenses for tax purposes
62
39
Effects of deferred taxes
60
90
Additions and reductions for local taxes
−13
18
Tax-free income
−7
−25
Other deviations
−36
0
Income tax expenses according to the income statement
170
90
Group tax rate
27.9%
−257.8%
The item effects of differing national tax rates includes a deferred tax expense of €6 million
(2022/23: €7 million) from tax rate changes.
As a result of the introduction of international minimum tax rules under the OECD Pillar 2
approach, METRO AG is subject to the requirements to calculate and disclose the minimum tax
from financial year 2023/24 onwards. On the basis of current business development, METRO
does not anticipate any significant effects in Germany from the introduction of Pillar 2. The
actual burden will, however, depend on the changes in the effective tax rates in the relevant
countries. Against this backdrop, METRO expects an additional tax burden in the low single-
digit million range. METRO applies the exemption provision of IAS 12, under which no disclosure
of deferred taxes is required in connection with the minimum tax.
13. Earnings per share
After taking account of the profit or loss for the period attributable to the preference
shareholders amounting to €0.5 million, earnings per share are calculated by dividing the share
of the loss for the period of €119 million attributable to the ordinary shareholders of METRO AG
(30/9/2023: profit of €436 million) by the weighted number of ordinary shares on issue. The
weighted number of ordinary shares of 360,121,736 remains unchanged from the previous year.
There was no dilution in the reporting period or the year before from so-called potential shares.
14. Depreciation/amortisation/impairment losses on non-
current assets
Impairment losses, which mostly relate to property, plant and equipment, are attributable to the
segment West in an amount of €22 million, to the segment Russia in an amount of €10 million,
to the segment Others in an amount of €8 million, to the segment East in an amount of
€7 million and to the segment Germany in an amount of €6 million. They are offset by reversals
of impairment losses in an amount of €14 million.
€ million
2022/23
2023/24
Amortisation of intangible assets, depreciation of property, plant and
equipment and investment properties
840
865
Impairment losses on intangible assets, property, plant and equipment and
investment properties
100
53
thereof cost of sales
(0)
(1)
thereof selling expenses
(91)
(31)
thereof general administrative expenses
(9)
(2)
thereof other operating expenses
(0)
(20)
Impairment losses on non-current financial investments
0
0
939
918
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METRO ANNUAL REPORT 2023/24
128

15. Cost of materials
The cost of sales includes cost for raw materials, supplies and goods purchased in the amount
of €25,118 million (2022/23: €24,869 million) as well as cost of services purchased in the
amount of €26 million (2022/23: €26 million).
16. Personnel expenses
Personnel expenses can be broken down as follows:
€ million
2022/23
2023/24
Wages and salaries
2,414
2,530
Social security expenses, expenses for post-employment benefits and related
employee benefits
622
634
(thereof for post-employment benefits)
(37)
(37)
3,035
3,163
Wages and salaries include expenses relating to restructuring measures and severance
payments of €60 million (2022/23: €47 million). Variable remuneration rose to €96 million
(2022/23: €93 million). Wages and salaries also include expenses for long-term remuneration
components totalling €18 million (2022/23: €13 million).
The average number of people employed by the group during the year was as follows:
2022/23
2023/24
Blue collar/white collar
89,440
85,963
(thereof employed abroad)
(72,286)
(69,359)
Apprentices/trainees
1,761
1,847
(thereof employed abroad)
(1,022)
(1,094)
91,201
87,810
This includes an absolute number of 11,737 (2022/23: 12,743) part-time employees.
To our shareholders
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METRO ANNUAL REPORT 2023/24
129

NOTES TO THE BALANCE SHEET
17. Goodwill and other intangible assets
At the closing date, the breakdown of goodwill among the major cash-generating units was as
shown below:
30/9/2023
30/9/2024
WACC
WACC
Segment
€ million
%
€ million
%
METRO France
West
293
6.6
293
6.5
Johan i Hallen & Bergfalk (JHB)
West
62
6.6
76
6.9
Others (each below 10% of the total
carrying amount)
357
6.0–12.6
352
5.9–9.7
712
721
Additions to goodwill are the result of acquisitions made in financial year 2023/24; they relate
to Fisk Idag and Donier (JHB group) as well as Caterite.
The expected future cash flows on which the impairment test is based are derived from a
qualified planning process, which takes intra-group experience as well as macroeconomic data
collected by third-party sources into account. The detailed planning period generally spans
3 years, with various scenarios being derived and analysed with regard to their appropriateness
for the impairment test. The detailed planning period can generally be extended by up to
2 further planning years for units undergoing a transformation process. No use was made of this
option in financial year 2023/24 nor in the previous year. Following the detailed planning
period, a growth rate of 1.25% is assumed, as in the previous year. The capitalisation rate as the
weighted average cost of capital (WACC) is determined using the capital asset pricing model.
In the process, an individual peer group is assumed for all groups of cash-generating units
operating in the same business segment. In addition, the capitalisation rates are determined on
the basis of an assumed basic interest rate of 2.59% (30/9/2023: 2.45%) and a market risk
premium of 6.75% (30/9/2023: 6.97%) in Germany as well as a beta factor of 0.90 (30/9/2023:
0.86). Country-specific risk premiums are applied to the equity cost of capital and to the
borrowing costs.
Considering the continued consistent implementation of the sCore strategy, we assume sales
and EBITDA growth in the detailed planning phase. For the units with goodwill considered to be
significant, this results in the following development of sales and EBITDA until the end of the
detailed planning period.
Sales
EBITDA
METRO France
Slightly rising
Slightly rising
Johan i Hallen & Bergfalk (JHB)
Significantly rising
Significantly rising
Full impairment of goodwill led to an expense of €20 million in the financial year (2022/23:
€0 million). It related mainly to METRO Austria (segment West) and was required as a result of
the expected reduction in sales and earnings performance and the resulting consequences for
future cash flows.
The estimated recoverable amount of the goodwill of Johan i Hallen & Bergfalk (JHB) exceeds
the carrying amount by €2 million. A change in 2 assumptions, which was considered possible,
could lead to the carrying amount exceeding the recoverable amount. If the capitalisation rate
was 0.07 percentage points higher, at 6.94% (rather than 6.87%), and EBITDA in perpetuity
included in the assumed free cash flow of €8.8 million (rather than €8.9 million) was
0.8 percentage points lower, fair value less costs of disposal would be equal to the carrying
amount.
To our shareholders
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METRO ANNUAL REPORT 2023/24
130

Disposals of goodwill arise due to changes in the consolidation group and are reported at the
time of deconsolidation.
The development of intangible assets is shown in the following table.
€ million
Goodwill
Intangible assets
without goodwill
(thereof internally
generated
intangible assets)
Acquisition or production costs
As of 1/10/2022
868
2,340
(1,412)
Currency translation/hyperinflation
−30
−25
(−3)
Additions to consolidation group
65
65
(0)
Additions
0
164
(134)
Disposals
−9
−478
(−427)
Transfers
0
2
(−2)
As of 30/9/2023 / 1/10/2023
894
2,067
(1,114)
Currency translation/hyperinflation
5
−3
(0)
Additions to consolidation group
20
13
(0)
Additions
0
153
(120)
Disposals
0
−7
(−1)
Reclassification in accordance with IFRS 5
0
0
(0)
Transfers
0
4
(−4)
As of 30/9/2024
919
2,227
(1,229)
Depreciation/amortisation/impairment
As of 1/10/2022
221
1,768
(1,084)
Currency translation/hyperinflation
−30
−12
(−2)
Additions, scheduled
0
158
(107)
Additions, impairment
0
7
(2)
Disposals
−9
−476
(−426)
Transfers
0
0
(0)
As of 30/9/2023 / 1/10/2023
182
1,444
(764)
Currency translation/hyperinflation
−4
−2
(0)
Additions, scheduled
0
158
(110)
Additions, impairment
20
1
(1)
Disposals
0
−6
(0)
Reclassification in accordance with IFRS 5
0
0
(0)
Transfers
0
−1
(1)
As of 30/9/2024
198
1,595
(876)
Carrying amount as of 1/10/2022
647
572
(328)
Carrying amount as of 30/9/2023
712
623
(350)
Carrying amount as of 30/9/2024
721
632
(353)
The acquired brand rights changed as follows:
30/9/2023
30/9/2024
WACC
WACC
Licence rate in %
€ million
%
€ million
%
Classic Fine Foods
1.0
50
6.8
48
6.8
Pro à Pro
0.3
33
6.6
33
6.5
Johan i Hallen & Bergfalk (JHB)
1.0
23
6.6
24
6.9
Others
0.2–1.0
9
6.0–7.0
13
6.4–6.7
116
117
Trademark rights generally represent assets with an indefinite useful life. The expected useful
life of the trademark rights is generally indeterminable, because METRO can use these rights
without restrictions and abandoning them is not envisaged in the future. The carrying amounts
of these brands are reviewed annually for units to which goodwill is not simultaneously
allocated in line with the procedure for the respective purchase price allocations using the
licence price analogy method. Level 3 input parameters of the fair value hierarchy are applied
To our shareholders
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METRO ANNUAL REPORT 2023/24
131

here. The mandatory annual impairment test confirmed the recoverability of the carrying
amounts. The estimated recoverable amount of the trademark rights of Classic Fine Foods
exceeds the carrying amount by €2 million. If the capitalisation rate was 0.23 percentage points
higher, at 7.05% (rather than 6.82%), and the sales assumed in perpetuity were €9 million lower,
at €303 million (rather than €312 million), fair value less costs of disposal would be equal to the
carrying amount.
Other intangible assets include €24 million (2022/23: €23 million) in software purchased from
third parties and still in development and €9 million (2022/23: €7 million) in concessions, rights
and licences.
Research and development expenses recognised in expenses essentially concern internally
generated software and amounted to €43 million (2022/23: €42 million).
As in the previous year, there are no material restrictions on title or right to dispose of
intangible assets. Purchasing obligations for intangible assets amounting to €1 million (30/9/
2023: €2 million) were recorded.
18. Property, plant and equipment
Property, plant and equipment recognised at €5,364 million (30/9/2023: €5,091 million)
includes own tangible assets in the amount of €3,092 million (30/9/2023: €3,029 million) and
rights of use for leased property, plant and equipment in the amount of €2,271 million (30/9/
2023: €2,063 million). The inventories and developments are each presented and explained
separately below.
The development of own tangible assets is shown in the following table.
€ million
Land and
buildings
Other plant,
business and
office
equipment
Assets under
construction
Total
Acquisition or production costs
As of 1/10/2022
5,899
2,974
137
9,010
Currency translation/hyperinflation
−684
−222
−15
−921
Additions to consolidation group
0
2
0
3
Additions
50
91
222
364
Disposals
−87
−194
−3
−284
Reclassification in accordance with IFRS 5
−107
−54
−11
−171
Transfers
118
108
−160
65
As of 30/9/2023 / 1/10/2023
5,190
2,706
170
8,066
Currency translation/hyperinflation
9
7
−1
15
Additions to consolidation group
7
2
0
9
Additions
69
107
209
385
Disposals
−51
−92
−3
−147
Reclassification in accordance with IFRS 5
0
0
0
0
Transfers
73
167
−230
9
As of 30/9/2024
5,295
2,897
145
8,337
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METRO ANNUAL REPORT 2023/24
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€ million
Land and
buildings
Other plant,
business and
office
equipment
Assets under
construction
Total
Depreciation/amortisation/impairment
As of 1/10/2022
3,188
2,200
13
5,402
Currency translation/hyperinflation
−297
−144
−4
−445
Additions, scheduled
158
155
0
312
Additions, impairment
74
4
0
78
Disposals
−83
−185
0
−267
Reclassification in accordance with IFRS 5
−28
−37
0
−65
Reversals of impairment losses
0
−2
0
−2
Transfers
22
2
0
24
As of 30/9/2023 / 1/10/2023
3,034
1,994
9
5,037
Currency translation/hyperinflation
1
7
0
8
Additions, scheduled
160
159
1
320
Additions, impairment
13
6
2
21
Disposals
−47
−87
−1
−135
Reclassification in accordance with IFRS 5
0
0
0
0
Reversals of impairment losses
−14
0
0
−14
Transfers
−16
24
0
8
As of 30/9/2024
3,132
2,103
11
5,245
Carrying amount as of 1/10/2022
2,711
774
124
3,608
Carrying amount as of 30/9/2023
2,156
711
161
3,029
Carrying amount as of 30/9/2024
2,164
794
134
3,092
As in the previous year, there were no restrictions on titles in the form of liens and
encumbrances for items of property, plant and equipment.
Contractual commitments were recorded for items of property, plant and equipment in the
amount of €55 million (30/9/2023: €46 million).
The development of right-of-use assets of leased property, plant and equipment is shown in the
following table.
€ million
Land and
buildings
Vehicles
Others
Total
Net carrying amount
As of 1/10/2022
1,992
103
31
2,126
Additions
354
87
31
471
Depreciation/amortisation/impairment
−267
−59
−12
−338
Additions, impairment
−10
0
0
−10
Reclassifications and net change in consolidation group
−105
0
1
−104
Disposals, currency translation/
hyperinflation and reversals of impairment losses
−79
−4
−1
−83
As of 30/9/2023 / 1/10/2023
1,884
128
50
2,063
Additions
456
113
38
607
Depreciation/amortisation/impairment
−279
−72
−14
−365
Additions, impairment
−6
0
0
−6
Reclassifications and net change in consolidation group
−3
6
−3
0
Disposals, currency translation/
hyperinflation and reversals of impairment losses
−16
−4
−6
−27
As of 30/9/2024
2,036
170
66
2,271
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133

19. Investment properties
The development of investment properties is shown in the following table.
€ million
Investment
properties (owned)
Investment
property rights of
use
Total
Acquisition or production costs
As of 1/10/2022
352
868
1,220
Currency translation/hyperinflation
1
19
20
Additions to consolidation group
0
0
0
Additions
0
6
6
Disposals
−28
−100
−128
Reclassification in accordance with IFRS 5
−80
0
−80
Transfers associated with tangible assets
0
30
30
As of 30/9/2023 / 1/10/2023
245
823
1,068
Currency translation/hyperinflation
0
28
28
Additions
0
18
18
Disposals
−13
−495
−508
Reclassification in accordance with IFRS 5
0
0
0
Transfers associated with tangible assets
0
0
0
As of 30/9/2024
233
374
607
Depreciation/amortisation/impairment
As of 1/10/2022
260
788
1,048
Currency translation/hyperinflation
0
18
19
Additions, scheduled
4
26
31
Additions, impairment
0
4
4
Disposals
−21
−94
−115
Reclassification in accordance with IFRS 5
−55
0
−55
Reversals of impairment losses
0
0
0
Transfers associated with tangible assets
0
30
30
As of 30/9/2023 / 1/10/2023
190
772
962
Currency translation/hyperinflation
0
28
28
Additions, scheduled
3
19
21
Additions, impairment
2
3
5
Disposals
−8
−488
−495
Reclassification in accordance with IFRS 5
0
0
0
Reversals of impairment losses
0
0
0
Transfers associated with tangible assets
0
0
0
As of 30/9/2024
187
334
521
Carrying amount as of 1/10/2022
92
80
172
Carrying amount as of 30/9/2023
55
51
106
Carrying amount as of 30/9/2024
46
40
86
The fair values of these investment properties total €190 million (30/9/2023: €252 million) with
a carrying amount of €86 million (30/9/2023: €106 million). They are determined on the basis
of internationally recognised measurement methods, particularly the comparable valuation
method and the discounted cash flow method (level 3 of the 3-level valuation hierarchy of
IFRS 13 (Fair Value Measurement)). This measurement is based on a detailed planning period of
10 years. Aside from market rents, market-based discount rates were used as key valuation
parameters. The discount rates are determined on the basis of analyses of relevant real estate
markets as well as evaluations of comparable transactions and market publications issued by
international consulting firms. The resulting discount rates reflect the respective country and
location risk as well as the property-specific real estate risk. In addition, project developments
are considered to determine the best use.
The fair value is usually assessed by METRO PROPERTIES employees. Where deemed
necessary, external expert appraisals are also gathered.
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METRO ANNUAL REPORT 2023/24
134

Rental income from continuing operations amounts to €48 million, with right-of-use assets
accounting for €39 million of this total (2022/23: €114 million, thereof €103 million from right-
of-use assets). The related expenses amount to €46 million, with right-of-use assets accounting
for €34 million (2022/23: €85 million, thereof €74 million from rights-of-use assets).
As in the previous year, there were no restrictions on titles in the form of liens and
encumbrances.
20.Other financial and other non-financial assets
Other financial assets include receivables due from suppliers in particular. Receivables due from
suppliers comprise both invoiced receivables and deferred income for subsequent supplier
compensation (for example bonuses, advertising subsidies) and creditors with debit balances.
Additionally, the other financial assets primarily consist of receivables from financing lease
agreements, receivables from credit card transactions, receivables from other financial
transactions and receivables and other assets from the real estate sector. The prior-year figure
had included in particular a put option and receivables from claims.
The other non-financial assets primarily consist of the other tax receivables in the amount of
€195 million (30/9/2023: €215 million). This item also includes prepaid expenses and deferred
income, prepayments on inventories and other non-current assets as well as raw materials and
supplies.
Furthermore, the other non-financial assets consist of contract assets and assets for the right to
recover products from a customer on settling the refund liabilities.
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METRO ANNUAL REPORT 2023/24
135

21. Deferred tax assets/deferred tax liabilities
Deferred taxes relate to the following balance sheet items:
30/9/2023
30/9/2024
Change through profit
or loss – previous year
Change through profit
or loss – current year
€ million
Assets
Liabilities
Assets
Liabilities
Assets
Liabilities
Assets
Liabilities
Goodwill
13
0
9
0
−5
0
−4
0
Other intangible assets
13
148
15
151
2
1
2
0
Property, plant and equipment and
investment properties
91
643
139
682
3
−11
51
39
Financial assets and investments
accounted for using the equity
method
4
5
5
6
0
1
1
1
Inventories
22
2
25
4
−6
2
3
2
Other financial and non-financial
assets
61
58
64
33
5
−17
4
−20
Assets held for sale
0
6
0
0
−3
5
0
−4
Provisions for post-employment
benefits plans and similar obligations
64
57
79
59
0
1
0
2
Other provisions
53
14
55
15
3
3
4
1
Financial liabilities
682
1
675
2
−11
−1
−6
1
Other financial and non-financial
liabilities
55
20
68
19
−102
−7
16
0
Liabilities related to assets held for
sale
0
0
0
0
0
0
0
0
Outside basis differences
0
4
0
4
−58
−23
0
0
Hyperinflation
0
33
0
34
0
2
0
−6
Write-downs of temporary
differences
−42
0
−56
0
54
0
−16
0
Loss carry-forwards
38
0
23
0
−7
0
−16
0
Carrying amount of deferred taxes
before offsetting
1,053
992
1,101
1,009
−126
−43
41
15
Offsetting
−902
−902
−924
−924
126
126
−41
−41
Carrying amount of deferred taxes
151
90
176
85
0
82
0
−26
The reported balance of deferred tax assets and liabilities in the amount of €91 million (30/9/
2023: €61 million) is largely attributable to temporary differences at various foreign
subsidiaries. Based on business planning, realisation of these tax assets is to be considered
sufficiently likely.
The sum of the amount of temporary differences in connection with investments in subsidiaries
for which no deferred tax liabilities were recognised was not determined as this would have
entailed a disproportionately high effort due to the level of detail of the METRO group.
No deferred tax assets were capitalised for the following tax loss carry-forwards and interest
carry-forwards or temporary differences because realisation of the assets in the short to
medium term is not expected:
€ million
30/9/2023
30/9/2024
Corporate tax losses
4,447
4,709
Trade tax losses
4,026
4,166
Interest carry-forwards
137
217
Temporary differences
197
242
The trade tax loss carry-forwards for which no deferred tax assets were recognised relate to
German companies and can be carried forward without limitations.
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METRO ANNUAL REPORT 2023/24
136

Expiry dates of corporate tax loss carry-forwards on which no deferred taxes
have been recognised
€ million
30/9/2023
30/9/2024
Tax loss carry-forwards, corporate tax
4,447
4,709
Up to 1 year
72
71
1 to 5 years
168
180
Over 5 years
87
84
Can be carried forward without limitation
4,120
4,373
Tax effects on components of other comprehensive income
2022/23
2023/24
€ million
Before taxes
Taxes
After taxes
Before taxes
Taxes
After taxes
Currency differences from translating the
financial statements of foreign operations
−768
0
−768
14
0
14
thereof currency translation
differences from net investments in
foreign operations
(−22)
(0)
(−22)
(−34)
(0)
(−34)
Effective portion of gains/losses from
cash flow hedges
−1
0
−1
−4
1
−4
Effects from the fair value measurements
of equity instruments
1
0
1
0
0
0
Remeasurement of defined benefit
pension plans
−9
2
−7
−59
17
−42
−777
2
−775
−40
18
−22
Deferred taxes on components of other comprehensive income primarily apply to the
remeasurement of defined benefit pension plans. The other components are not tax-effective.
22. Inventories
Inventories include food merchandise in the amount of €1,812 million (30/9/2023:
€1,785 million) and non-food merchandise in the amount of €446 million (30/9/2023:
€457 million).
Negative currency effects, resulting in particular from the development of the Turkish lira,
decreased inventories by a total of €33 million.
Inventories include impairments of €98 million (30/9/2023: €116 million). The inventories are
subject to the customary or statutory retention of title.
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METRO ANNUAL REPORT 2023/24
137

23. Trade receivables
These are receivables with a remaining term of up to 1 year.
Negative currency effects, resulting in particular from the development of the Turkish lira,
decreased trade receivables by a total of €10 million.
24. Impairments of financial assets
Impairment losses as of 30 September 2024 amount to €134 million (30/9/2023: €146 million).
For trade receivables, the expected credit loss over the entire term was recorded. The
impairment losses are carried out based on previous experience with regard to maturity and
default, as well as in consideration of region- and customer-specific portfolios.
The loss default rates per maturity band of these portfolios are estimated on the basis of
previous experience with credit losses from such financial assets. The loss default rates
determined in this way are adjusted by including a projected index based on macroeconomic
developments.
Individual receivables for which there are objective indications of an impairment of
creditworthiness are impaired individually.
The following table shows the gross carrying amounts recognised as of the closing date and the
expected credit losses of trade receivables:
€ million
Total gross
receivable
as of 30/9/
2023
Range of
determined
default rates
Thereof
subject to
risk
provision
Impairment
losses
recognised
Total gross
receivable
as of 30/9/
2024
Range of
determined
default rates
Thereof
subject to
risk
provision
Impairment
losses
recognised
Not past due
534
0.07%−0.60%
440
−15
537
0.07%−0.60%
446
−15
Up to 90 days past due
120
0.45%−5.73%
92
−1
119
0.45%−5.73%
85
−1
91 to 180 days past due
28
1.45%−16.53%
9
−1
25
1.45%−16.53%
12
0
181 to 270 days past due
10
2.61%−24.18%
5
0
7
2.61%−24.18%
3
0
271 to 360 days past due
11
2.17%−32.19%
3
0
7
2.17%−32.19%
3
0
More than 360 days past
due
32
4.80%−67.62%
3
−1
46
4.80%−67.62%
6
−1
Gross receivable
735
551
–
742
555
–
Impairment
−83
–
−19
−84
–
−19
Maximum credit risk
651
–
–
658
–
–
Besides the impairment recognised based on the presented regional provision matrix, the risk
provision of €19 million (30/9/2023: €19 million) also includes an additional country and
customer group-specific risk provision against the backdrop of the war in Ukraine and the
subdued business climate in the hospitality industry.
Impairment on trade receivables is reconciled according to the simplified calculation as follows:
€ million
2022/23
2023/24
As of 1/10
87
83
Addition to impairment
36
26
Reversal/utilisation of the impairment
−34
−25
Other changes
−5
−1
As of 30/9
83
84
The impairments include individual impairment losses in the amount of €65 million (30/9/2023:
€65 million).
Trade receivables in the amount of €30 million (30/9/2023: €22 million) were not impaired, as
collateral is available.
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METRO ANNUAL REPORT 2023/24
138

METRO applies the general impairment requirements to receivables from suppliers, receivables
from credit card transactions, loans, receivables from leases and other real-estate-related
receivables. For this purpose, the receivables are divided into the risk classes of good, medium
and bad as well as individual impairment losses based on their (past-due) maturities and the
counterparty rating. The creditworthiness of the counterparties is continuously monitored so
that METRO recognises a significant increase in the credit risk and can react promptly to any
changes. Receivables that are not yet due or that are only slightly past due by a maximum of
30 days are primarily classified in the good risk class, and receivables that are past due by more
than 90 days are classified in the bad risk class. Receivables that are past due by between 30
and 90 days are primarily placed in the medium risk class. Receivables are downgraded in
terms of risk class in the event of significant changes in the counterparty’s creditworthiness.
The following table shows the gross carrying amount and the development of risk provisions in
relation to financial assets to which the general impairment requirements are applied:
€ million
Good
Medium
Bad
Individual
impairment2
Total
Gross carrying amount as of 30/9/2023
312
22
19
110
463
Gross carrying amount as of 30/9/2024
259
8
19
90
376
Impairment
As of 1/10/2022
2
0
1
52
55
Newly originated/acquired financial assets
0
0
0
10
11
Other changes within a stage
0
0
0
172
18
Derecognised financial assets
−2
0
0
−19
−22
Utilisation
0
0
0
−2
−2
Other changes1
0
0
0
−4
−4
As of 30/9/ 1/10/2023
0
0
1
55
56
Newly originated/acquired financial assets
0
0
0
10
10
Other changes within a stage
0
0
0
1
1
Derecognised financial assets
0
0
0
−23
−23
Utilisation
0
0
0
−1
−1
Other changes1
0
0
0
0
0
As of 30/9/2024
0
0
1
43
43
1
Currency translation differences, changes in the consolidation group and reclassifications to assets held for sale are recognised in other
changes.
2
Adjustment to the previous year due to the application of the general impairment principle to other real-estate-related receivables.
In addition, there are impairment losses of €7 million (30/9/2023: €7 million) on financial assets
that are subject neither to the simplified nor to the general impairment requirements.
25. Cash and cash equivalents
Cash and cash equivalents include bank deposits and other short-term liquid financial assets in
the amount of €769 million (30/9/2023: €561 million) and cheques and cash on hand in the
amount of €25 million (30/9/2023: €30 million).
There were no restrictions on title in relation to cash and cash equivalents in the previous or in
the current reporting period.
The cash of our Russian group companies amounts to €184 million (30/9/2023: €101 million).
They are constantly monitored for relevant restrictions in light of increased governmental
interventions. They are not currently subject to any restrictions within Russia; in certain cases
cross-border foreign exchange/capital transfers require approval from the authorities.
•
For more information, see the cash flow statement and no. 37 – notes to the cash flow
statement.
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METRO ANNUAL REPORT 2023/24
139

26. Assets held for sale
The shares in WM Holding (HK) Limited, which were allocated to the segment East, were sold to
the main shareholder. The measurement of the shares at fair value, which resulted in a loss of
€1 million (2022/23: loss of €5 million), and the disposal gain are reported in the other
investment result.
The sale of individual properties in Turkey and the Netherlands was completed successfully.
27. Equity
The subscribed capital of METRO AG as of 30 September 2024 is fully paid in and remains
unchanged and is broken down as follows:
No-par-value bearer shares, accounting par value of €1.00
30/9/2023
30/9/2024
Ordinary shares
Number
of shares
360,121,736
360,121,736
€
360,121,736
360,121,736
Preference shares
Number
of shares
2,975,517
2,975,517
€
2,975,517
2,975,517
Total shares
Number
of shares
363,097,253
363,097,253
Total share capital
€
363,097,253
363,097,253
Each ordinary share entitles to a single vote in the company’s Annual General Meeting. The
ordinary shares carry full dividend rights. In contrast to ordinary shares, preference shares do
not carry voting rights but confer a preferential entitlement to profits as prescribed in § 21 of
the Articles of Association of METRO AG.
Authorised capital
The Annual General Meeting on 11 February 2022 authorised the Management Board to increase
the share capital, subject to the consent of the Supervisory Board, by issuing new ordinary
shares against cash contributions in 1 or several tranches for a total maximum of €108,929,175
by 10 February 2027 (authorised capital). Existing shareholders may exercise their subscription
rights. Subject to the consent of the Supervisory Board, the Management Board is authorised to
exclude shareholder subscription rights to offset fractional amounts. To date, the authorised
capital has not been fully utilised.
Capital reserve and reserves retained from earnings
Prior to the effective date of the reclassification and demerger of CECONOMY AG on
12 July 2017, METRO AG was not yet a group within the meaning of IFRS 10. Accordingly,
combined financial statements of METRO Wholesale & Food Specialist GROUP (hereinafter:
MWFS GROUP) were still prepared for METRO AG’s stock exchange prospectus. Equity in the
combined financial statements was the residual amount from the combined assets and liabilities
of MWFS GROUP. Following the demerger, METRO became an independent group with
METRO AG as the listed parent company. Therefore, the equity in the consolidated financial
statements is subdivided according to legal requirements. The subscribed capital of
€363 million and the capital reserve of €6,118 million were recognised at the carrying amounts
from the Annual Financial Statements of METRO AG as of 30 September 2017. For this purpose,
a transfer was made from the equity item net assets, recognised as of 1 October 2016,
attributable to the former METRO GROUP of the combined financial statements of MWFS
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METRO ANNUAL REPORT 2023/24
140

GROUP. The remaining negative amount of this equity item was reclassified to other reserves
retained from earnings. Thus, it cannot be traced back to a long-term loss history.
The change from currency translation differences has a positive effect on equity in the amount
of €14 million (2022/23: €−767 million). The translation of the local financial statements to the
group currency without affecting profit or loss resulted in an increase of €38 million in other
comprehensive income. The derecognition through profit or loss of cumulative currency
differences of companies that were deconsolidated or discontinued their operations in financial
year 2023/24 had an opposing effect of €−24 million.
Appropriation of the balance sheet profit, dividend
Dividend distribution of METRO AG is based on the Annual Financial Statements of METRO AG
prepared under German commercial law.
In accordance with the resolution adopted by the Annual General Meeting held on
7 February 2024, a dividend of €0.55 per ordinary share and per preference share was
distributed out of the balance sheet profit of €205 million reported for financial year 2022/23,
taking the total distribution to €201 million – including the deferred payment of the preliminary
dividend of €0.17 per preference share for financial years 2020/21 and 2021/22.
In line with METRO’s dividend policy (payout ratio of 45% to 55% of EPS), there are no planned
dividend payments in financial year 2023/24.
28. Provisions for post-employment benefits plans and similar
obligations
Provisions for post-employment benefits plans in the amount of €377 million (30/9/2023:
€324 million) consist of commitments primarily related to benefits defined by the provisions of
company pension plans. These take the form of defined benefit plans directly from the
employer (employer’s commitments) and defined benefit plans from external pension providers
(benevolent funds in Germany and international pension funds). The external providers’ assets
serve exclusively to finance the pension entitlements and qualify as plan assets. The benefits
under the different plans are based on performance and length of service.
The most important performance-based pension plans are described in the following.
Germany
METRO grants many employees in Germany retirement, disability and surviving dependant’s
benefits. New commitments are granted in the form of ‘defined benefit’ commitments in the
meaning of IAS 19 (contribution-oriented commitments pursuant to German company pension
law), which comprise a payment contribution component and an employer-matching
component. Contributions are paid to a pension insurance from which benefits are paid out
when the insured event occurs. A provision is recognised for entitlements not covered by
pension insurance.
In addition, there are various pension schemes closed for new entrants, which usually provide
for lifetime pensions from the start of the pension or from the time the disability is recognised.
Benefits are largely defined as fixed payments or on the basis of set annual increases. In special
cases, benefits are calculated in consideration of accrued statutory pension entitlements. The
commitments provide for surviving dependants’ benefits of varying sizes, depending on the
benefits the former employee received or would have received in case of disability.
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METRO ANNUAL REPORT 2023/24
141

There are also deferred compensation contracts with the Hamburger Pensionskasse (Hamburg
pension fund).
Netherlands
In the Netherlands, there is a defined benefit pension plan that was closed with effect from
1 January 2021 for new entrants and future increases in pension entitlements and, since then,
has been replaced by a collective defined contribution (CDC) plan for future entitlements.
In addition to retirement benefits, the defined benefit pension plan provides disability and
death benefits whose amount depends on the pensionable salary per year of service. Benefits
are funded through a country-specific pension fund.
In the reporting period, the existing plan assets were transferred to a matching pension
insurance so that the asset is now recognised on the basis of the amount of the obligations.
This resulted in an actuarial loss of around €102 million on plan assets, which was fully offset by
a corresponding reduction in the asset ceiling. Asset adjustments (upper limit for the asset) will
no longer have to be made in future.
The financing status of the present value of defined benefit obligations developed as follows:
€ million
30/9/2023
30/9/2024
Financing status
Present value of defined benefit obligations
914
992
Less fair value of plan assets
689
614
Asset adjustment (asset cap)
99
0
Net liability/asset
324
377
thereof recognised as a provision
(324)
(377)
thereof recognised as a net asset
(1)
(0)
The above commitments are valued on the basis of actuarial calculations in accordance with
relevant provisions of IAS 19. The basis for the measurement is the legal and economic
circumstances prevailing in each country.
The following assumptions regarding the material parameters were used in the actuarial
measurements:
30/9/2023
30/9/2024
%
Germany
Netherlands
Germany
Netherlands
Actuarial interest rate
4.60
4.70
3.50
3.60
Pension trend
2.30
2.00
2.20
1.68
As in previous years, METRO used generally recognised methods to determine the actuarial
interest rate. With these, the respective actuarial interest rate based on the yield of investment
grade corporate bonds is determined as of the closing date taking account of the currency and
maturity of the underlying obligations. The actuarial interest rate for the Eurozone is based on
the results of a method applied in a uniform manner across the group. The interest rate for this
is set on the basis of the returns of high-quality corporate bonds and the duration of
commitments. In countries without a liquid market of suitable corporate bonds, the actuarial
interest rate was determined on the basis of government bond yields.
Aside from the actuarial interest rate, the pension trend represents another key actuarial
parameter. In Germany, the rate of pension increases is derived directly from the inflation rate
insofar as pension adjustments can be determined on the basis of the increase in the cost of
living. In international companies, pension adjustments are also generally determined on the
basis of the inflation rate.
The other parameters are not relevant for the measurement of pension obligations.
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METRO ANNUAL REPORT 2023/24
142

The impact of changes in fluctuation and mortality assumptions was analysed for major plans.
As of 30 September 2024, the mortality rates for the German group companies are based on
the 2018 G tables provided by Heubeck-Richttafeln-GmbH.
The actuarial measurements outside of Germany are based on country-specific mortality tables.
The resulting effects of fluctuation and mortality assumptions have been deemed immaterial
and are not listed as a separate component.
If the other assumptions had remained constant, the changes to the relevant actuarial
assumptions considered reasonably possible as of the closing date would have affected the
defined benefit obligation by the amounts shown in the following.
30/9/2023
30/9/2024
€ million
Germany
Netherlands
Germany
Netherlands
Actuarial interest rate
Increase by 100 basis
points
−31
−70
−36
−74
Decrease by 100 basis
points
38
91
44
97
Pension trend
Increase by 25 basis points
7
21
8
22
Decrease by 25 basis
points
−7
−20
−8
−20
Changes in the present value of defined benefit obligations have developed as follows:
€ million
2022/23
2023/24
Present value of defined benefit obligations
As of the beginning of the period
917
914
Recognised in profit or loss under
44
51
interest expense
34
41
current service cost
12
10
past service cost (incl. curtailments and changes)
−2
0
effect from settlements
0
0
Recognised outside of profit or loss under remeasurement of defined
benefit pension plans in other comprehensive income
−1
64
Actuarial gains/losses from
changes in demographic assumptions (−/+)
1
0
changes in financial assumptions (−/+)
5
108
experience-based correction (−/+)
−7
−44
Other effects
−45
−38
Benefit payments (incl. tax payments)
−42
−41
Contributions from plan participants
4
4
Change in consolidation group/transfers
−3
0
Currency effects
−4
−1
As of the end of the period
914
992
Changes in parameters on the basis of actuarial calculations led to a total change in the present
value of defined benefit obligations by €108 million (2022/23: €6 million).
The present value of defined benefit obligations is largely attributable to Germany in the
amount of €421 million (30/9/2023: €358 million) and the Netherlands in the amount of
€463 million (30/9/2023: €453 million).
The weighted average term of defined benefit obligations is 13 years in Germany (30/9/2023:
13 years), 19 years in the Netherlands (30/9/2023: 18 years) and 9 years in the other countries
(30/9/2023: 9 years).
The present value of defined benefit obligations can be broken down as follows based on
individual groups of eligible employees:
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METRO ANNUAL REPORT 2023/24
143

%
30/9/2023
30/9/2024
Active members
20
22
Former claimants
42
41
Pensioners
38
37
The granting of defined benefit pension entitlements exposes METRO to various risks. These
include general actuarial risks resulting from the measurement of pension commitments (for
example interest rate risks) as well as capital and investment risks related to plan assets.
With a view to the funding of future pension payments from indirect commitments and a stable
actuarial reserve, METRO primarily invests plan assets in low-risk investment forms. The funding
of direct pension commitments is secured through operating cash flow at METRO.
The fair value of plan assets developed as follows:
€ million
2022/23
2023/24
Change in plan assets
Fair value of plan assets as of beginning of period
702
689
Recognised in profit or loss under
27
31
interest income
27
31
Recognised outside of profit or loss under remeasurement of defined
benefit pension plans in other comprehensive income
−30
−98
Gains/losses from plan assets excl. interest income (+/−)
−30
−98
Other effects
−9
−8
Benefit payments (incl. tax payments)
−18
−17
Settlements
0
0
Employer contributions
5
5
Contributions from plan participants
4
4
Change in consolidation group/transfers
0
0
Currency effects
0
0
Fair value of plan assets as of end of period
689
614
The plan assets are largely attributable to Germany in the amount of €124 million (30/9/2023:
€112 million) and the Netherlands in the amount of €463 million (30/9/2023: €552 million).
The assets related mainly to receivables from insurance companies in an amount of €587 million
(30/9/2023: €112 million).
The actual loss from the plan assets amounts to €67 million in the reporting period (2022/23:
loss of €3 million). For financial year 2024/25, the company expects employer payments to
external pension providers totalling approximately €5 million and employee contributions of
€3 million in plan assets, with contributions in Germany accounting for the major share of this
total.
The pension expenses of the direct and indirect post-employment benefits plan commitments
can be broken down as follows:
€ million
2022/23
2023/24
Current service cost1
12
10
Net interest expenses2
11
14
Past service cost (incl. curtailments and changes)
−2
0
Settlements
0
0
Pension expenses
21
24
1
Netted against employees’ contributions.
2
Included therein: interest effect from the adjustment of the asset ceiling.
A loss of €59 million was recognised outside of profit or loss in other comprehensive income in
financial year 2023/24. This figure is comprised of the effect from the change in actuarial
parameters in the amount of €108 million, experience-based corrections of €−44 million, the
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METRO ANNUAL REPORT 2023/24
144

loss on plan assets of €98 million and the change in the effect of the asset ceiling in the
Netherlands of €−104 million.
In addition to expenses from defined benefit commitments, expenses for payments to external
pension providers relating to defined contribution pension commitments of €87 million in
financial year 2023/24 (2022/23: €86 million) were recorded. These figures also include
payments to statutory pension insurance.
The provisions for obligations similar to pensions essentially comprise commitments from
employment anniversary allowances, death benefits and partial retirement plans. Provisions
amounting to €28 million (30/9/2023: €27 million) were allocated for these commitments. The
commitments are valued on the basis of actuarial expert opinions. The valuation parameters
used for this purpose are generally determined in the same way as for the post-employment
benefits plans.
29. Other provisions (non-current)/provisions (current)
In the reporting period, other provisions (non-current)/provisions (current) changed as follows:
€ million
Real estate
obligations
Obligations from
trade
transactions
Restructuring
and severance
payments
Miscellaneous
Total
As of 1/10/2023
87
66
82
236
471
Currency translation
0
−2
0
−5
−7
Addition
18
31
47
154
249
Reversal
−18
−2
−9
−70
−99
Utilisation
−22
−31
−37
−86
−177
Interest portion in addition/change
in interest rate
0
0
1
0
1
Transfer
0
4
0
−4
0
As of 30/9/2024
66
65
82
226
439
thereof non-current
(13)
(0)
(14)
(115)
(142)
thereof current
(52)
(65)
(68)
(111)
(297)
Provisions for real-estate-related obligations primarily concern maintenance obligations,
dismantling and removing obligations and rental commitments. The due date of the property-
related provisions depends on the remaining term of the lease agreements.
The provisions for obligations from trade transactions mainly consist of risks from subsequent
charges to suppliers, warranties, customer loyalty programmes for third-party suppliers and
other matters.
Restructuring provisions mainly relate to measures for the continued implementation of the
sCore strategy and primarily concern the segments Others, West and Germany. Depending on
the progress, payments will be made in subsequent years.
Other provisions mainly include provisions in connection with disposals of subsidiaries of
€43 million (30/9/2023: €66 million), provisions for remuneration components amounting to
€41 million (30/9/2023: €32 million), provisions for litigation costs/risks amounting to
€39 million (30/9/2023: €37 million), provisions for risks from other taxes amounting to
€23 million (30/9/2023: €32 million) and provisions for guarantee and warranty risks. The cash
outflow estimate for provisions for litigation costs/risks was based on the expected duration of
litigation. The provisions for long-term remuneration components are expected to be due in the
years 2025 to 2027.
Depending on the respective term and country, interest rates for non-interest-bearing, non-
current provisions range from 2.40% to 4.96%.
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METRO ANNUAL REPORT 2023/24
145

30.Liabilities
Liabilities changed as follows:
Remaining term
Remaining term
€ million
30/9/2023
Total
up to 1 year
1 to 5 years
over
5 years
30/9/2024
Total
up to
1 year
1 to 5 years
over
5 years
Trade liabilities
3,667
3,667
0
0
3,813
3,813
0
0
Bonds incl. commercial papers
930
281
649
0
1,240
693
547
0
Liabilities to banks
112
108
2
2
54
51
3
0
Liabilities from leases
2,621
436
1,220
965
2,725
409
1,205
1,111
Financial liabilities
3,663
825
1,871
967
4,019
1,153
1,755
1,111
Other financial liabilities
883
857
4
23
857
823
31
4
31. Trade liabilities
Trade liabilities increased by €146 million.
Negative currency effects, resulting in particular from the development of the Turkish lira,
decreased trade liabilities by a total of €50 million.
32. Financial liabilities (excluding liabilities from leases)
The company’s medium-term and long-term financing needs are covered by a bond issuance
programme with a maximum volume of €5 billion. On 7 March 2024, a new bond with a nominal
volume of €500 million, a term of 5 years and a 4.625% coupon was successfully placed on the
capital market. On 10 July 2024, a matured bond of €51 million was redeemed. As of
30 September 2024, the utilised bond issuance programme amounted to a total of
€1,150 million (30/9/2023: €701 million).
Short-term financing requirements are covered through the Euro Commercial Paper
Programme (CP) with a maximum volume of €2 billion. On average, the programme was used
at €276 million during the reporting period. As of 30 September 2024, the utilisation amounted
to €76 million (30/9/2023: €225 million).
In addition, METRO has access to syndicated credit facilities totalling €1,000 million (30/9/
2023: €1,000 million) with terms ending in 2028. The syndicated credit facility was not utilised
at any time during the reporting period.
As of 30 September 2024, METRO had access to additional bilateral bank credit facilities
totalling €154 million (30/9/2023: €262 million). As of the closing date, €54 million (30/9/
2023: €112 million) of the bilateral credit facilities had been utilised. As of the closing date, there
were €100 million of free bilateral credit facilities available.
Default by a lender can be covered at any time by the existing free credit facilities or the
available money and capital market programmes. METRO therefore does not bear any creditor
default risk.
METRO principally does not provide collateral for financial liabilities.
The table below shows the maturity and interest rate structure of the financial liabilities. The
carrying amounts and fair values indicated include the interest accrued when the maturity is
less than 1 year.
Redeemable loans that are reported under liabilities to banks –excluding current account
overdrafts – are listed with the remaining terms corresponding to their redemption date.
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146

Financial liabilities
€ million
30/9
Instrument
Local
currency
Nominal
volume in €
million
Interest
Carrying
amount up to
1 year
Carrying
amount 1 to
5 years
Carrying
amount over
5 years
Fair value
2024
Bonds/CP
EUR
76
Variable
76
0
0
1,270
2024
Bonds/CP
EUR
1,150
Fixed
618
547
0
2024
Liabilities to banks
EUR
4
Variable
0
3
0
4
2024
Liabilities to banks
TRY
15
Fixed
15
0
0
15
2023
Bonds/CP
EUR
225
Variable
224
0
0
902
2023
Bonds/CP
EUR
701
Fixed
57
649
0
2023
Liabilities to banks
EUR
50
Fixed
50
0
0
54
2023
Liabilities to banks
EUR
4
Variable
1
2
2
2023
Liabilities to banks
TRY
11
Fixed
11
0
0
11
The fixed interest rate on short- and medium-term financial liabilities and the interest rate
adjustment dates of all fixed-interest financial liabilities are essentially the same as those
shown. The repricing dates for variable interest rates are less than 1 year.
33. Other financial and other non-financial liabilities
Other financial liabilities include in particular payroll liabilities amounting to €536 million (30/9/
2023: €556 million).
Other non-financial liabilities in the amount of €272 million (30/9/2023: €295 million) are
primarily comprised of other tax liabilities (sales tax, wage and church tax as well as other
taxes) and contract liabilities.
Net sales realised in financial year 2023/24, which were included in the balance of contractual
liabilities at the beginning of the period, amount to €54 million (30/9/2023: €37 million). In
addition, as part of the sale of METRO India, a licence payment of €17 million received in
advance for using the METRO brand is recognised (30/9/2023: €28 million); the income
realised from it over the period of use until financial year 2025/26 is reported in other operating
income. As permitted by IFRS 15, no disclosures are provided for remaining performance
obligations that have an expected original maturity of 1 year or less as of 30 September 2024 or
30 September 2023.
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METRO ANNUAL REPORT 2023/24
147

34. Offsetting financial assets and financial liabilities
Financial assets and financial liabilities that are subject to offsetting agreements, enforceable
master netting arrangements and similar agreements were as follows:
(a)
(b)
(c) = (a) – (b)
(d)
(e) = (c) – (d)
Gross amounts
of recognised
financial assets/
liabilities
Gross amounts
of recognised
financial assets/
liabilities that
are netted in the
balance sheet
Net amounts of
financial assets/
liabilities that
are recognised
in the balance
sheet
Corresponding amounts that are
not netted in the balance sheet
Mio. €
Financial
instruments
Collateral
received/
provided
Net amount
30/9/2024
Financial assets
Receivables due from
suppliers
284
57
226
14
0
212
Derivative financial
instruments
3
0
3
1
0
2
287
57
229
16
0
213
Financial liabilities
Trade liabilities
3,871
57
3,813
14
0
3,799
Derivative financial
instruments
4
0
4
1
0
3
3,875
57
3,818
16
0
3,802
30/9/2023
Financial assets
Receivables due from
suppliers
348
103
245
11
0
235
Derivative financial
instruments
6
0
6
1
0
6
354
103
252
11
0
240
Financial liabilities
Trade liabilities
3,770
103
3,667
11
0
3,656
Derivative financial
instruments
5
0
5
1
0
5
3,775
103
3,672
11
0
3,661
The amounts that are not netted in the balance sheet include both financial instruments and
collateral. The financial instruments that have not been netted could be netted based on the
underlying framework agreements, but do not fulfil the netting criteria.
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35. Undiscounted cash flows of financial liabilities
The undiscounted cash flows of financial liabilities are as follows:
Contractual cash flows 30/9/2023
Contractual cash flows 30/9/2024
€ million
up to 1 year
1 to 5 years
over 5 years
up to 1 year
1 to 5 years
over 5 years
Bonds incl. commercial papers
289
665
0
710
647
0
Liabilities to banks
111
2
2
54
6
0
Liabilities from leases
540
1,483
1,234
522
1,508
1,407
Trade liabilities
3,666
0
0
3,813
0
0
Other financial liabilities
857
4
23
823
31
4
Currency derivatives carried as
liabilities
(5)
(0)
(0)
(4)
(0)
(0)
36. Carrying amounts and fair values according to
measurement categories
The carrying amounts and fair values of recognised financial instruments are as follows:
30/9/2023
30/9/2024
€ million
Class of financial instruments and valuation
hierarchy
Carrying
amounts
Fair value
Carrying
amounts
Fair value
Loans and credit granted
Measured at amortised cost
12
13
14
15
Receivables due from suppliers
Measured at amortised cost
245
245
226
226
Trade receivables
Measured at amortised cost
674
674
688
688
Miscellaneous financial instruments
Measured at amortised cost
229
229
174
174
Investments
Financial instruments measured at fair
value through profit or loss (Level 2)
47
47
33
33
Derivative financial instruments not in a
hedging relationship
Financial instruments measured at fair
value through profit or loss (Level 2)
2
2
3
3
Securities
Financial instruments measured at fair
value through profit or loss (Level 2)
2
2
2
2
Loans and credit granted
Financial instruments measured at fair
value through profit or loss (Level 2)
7
7
7
7
Miscellaneous financial instruments
Financial instruments measured at fair
value through profit or loss (Level 3)
84
84
0
0
Investments
Financial instruments measured at fair
value in other comprehensive income
(Level 2)
3
3
4
4
Derivative financial instruments in a hedging
relationship
Derivatives in a hedging relationship
(Level 2)
4
4
0
0
Cash and cash equivalents
Measured at amortised cost
591
591
794
794
Receivables from leases
No valuation category under IFRS 9
87
87
43
43
Derivative financial instruments not in a
hedging relationship
Financial instruments measured at fair
value through profit or loss (Level 2)
4
4
2
2
Miscellaneous financial liabilities
Financial instruments measured at fair
value through profit or loss (Level 3)
1
1
0
0
Financial liabilities excluding liabilities from
leases
Measured at amortised cost
1,042
1,014
1,294
1,324
Trade liabilities
Measured at amortised cost
3,667
3,667
3,813
3,813
Miscellaneous financial liabilities
Measured at amortised cost
877
877
853
853
Derivative financial instruments in a hedging
relationship
Derivatives in a hedging relationship
(Level 2)
1
1
2
2
Liabilities from leases
No valuation category under IFRS 9
2,621
n/a
2,725
n/a
Classes were formed based on similar risks for the respective financial instruments and
correspond to the categories of IFRS 9. Derivative financial instruments with a hedging
relationship according to IAS 39 and other financial liabilities are each assigned to a separate
class.
The fair value hierarchy comprises 3 levels which reflect the degree of closeness to the market
of the input parameters used in the determination of the fair values. In cases in which the
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measurement is based on different input parameters, the fair value is attributed to the hierarchy
level corresponding to the input parameter of the lowest level that is significant for the
valuation.
Level 1 input parameters: quoted prices (that are adopted unchanged) in active markets for
identical assets or liabilities which the company can access at the valuation date.
Level 2 input parameters: other input parameters than the quoted prices assigned to level 1
which are either directly or indirectly observable for the asset or liability.
Level 3 input parameters: unobservable inputs for the asset or liability.
Of the total carrying amount of investments of €37 million (30/9/2023: €51 million), €33 million
(30/9/2023: €47 million) is measured at fair value through profit or loss. These are unlisted
financial instruments for which no active market exists either. The remaining investments
totalling €4 million (30/9/2023: €3 million) are measured at fair value recognised in equity. The
classification (FVOCInR) was chosen because investment was made in these equity instruments
with a longer-term investment horizon.
In addition, securities totalling €2 million (30/9/2023: €2 million) are recognised through profit
or loss. These primarily concern highly liquid exchange-listed money market funds.
The other financial instrument of €0 million (30/9/2023: €84 million) relates to the put option
in connection with the disposal of the shares in WM Holding (HK) Limited.
The measurement of securities (level 1) is carried out based on quoted market prices in active
markets.
Interest rate swaps and currency transactions (all level 2) are measured using the mark-to-
market valuation method based on quoted exchange rates and market yield curves.
The measurement of investments (all level 2) is based on comparable transactions in the past.
No transfers between levels 1 and 2 were effected during the reporting period.
Financial instruments that are recognised at amortised cost in the balance sheet, but for which
the fair value is stated in the notes, are also classified according to a 3-level fair value hierarchy.
Due to their mostly short terms, the fair values of receivables due from suppliers, trade
receivables and liabilities, cash and cash equivalents as well as other financial instruments
essentially correspond to their carrying amounts.
The measurement of the fair value of bonds, liabilities to banks and promissory note loans is
based on the market interest rate curve following the discounted cash flow method in
consideration of credit spreads (level 2). The amounts comprise the interest prorated to the
closing date.
The fair values of all other financial assets and liabilities (level 2) that are not listed on an
exchange correspond to the present value of payments underlying these balance sheet items.
The calculation was based on the applicable country-specific yield curve (level 2) as of the
closing date.
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OTHER NOTES
37. Notes to the cash flow statement
Cash flow from operating activities includes lease payments with a redemption portion of
€32 million (2022/23: €52 million) and an interest portion of €4 million (2022/23: €9 million).
The item ‘other’ in cash flow from operating activities is comprised of other taxes, payroll
liabilities, changes in other assets and liabilities as well as deferred income and prepaid
expenses. In addition, it includes adjustments of unrealised currency effects and, in the previous
year, the reclassification of deconsolidation results recognised in EBIT.
The other investments included in cash flow from investing activities primarily relate to
payments for intangible assets. The disposals of subsidiaries include primarily the sale of the
remaining shares in WM Holding (HK) Limited, and therefore METRO’s former business in China.
The financial investments comprise bank deposits with a residual term of more than 3 months
to 1 year, as well as near-money-market investments that are not classified as cash and cash
equivalents, such as units in money market funds.
Proceeds from divestments mainly include real estate disposals.
The lease payments reported under cash flow from financing activities include the redemption
portion of €452 million (2022/23: €467 million) and an interest portion of €122 million (2022/
23: €124 million). The redemption portion includes payments for initial direct costs of an
immaterial amount.
Reconciliation of the cash flow from financial liabilities to the change in financial
liabilities reported in the balance sheet
€ million
30/9/2022
Cash item
Additions
Interest
expenses
Disposals
Consoli-
dation
group
changes
Reclassifi-
cations/
other
Changes in
exchange
rates
30/9/2023
Bonds incl. commercial
papers
1,209
−275
0
0
0
0
−3
0
930
Liabilities to banks
69
96
0
0
0
−44
0
−9
112
Liabilities from leases
2,847
−591
490
124
−28
−98
−47
−76
2,621
4,124
−770
490
124
−28
−143
−50
−85
3,663
€ million
30/9/2023
Cash item
Additions
Interest
expenses
Disposals
Consoli-
dation
group
changes
Reclassifi-
cations/
other
Changes in
exchange
rates
30/9/2024
Bonds incl. commercial
papers
930
297
0
13
0
0
0
0
1,240
Liabilities to banks
112
−55
0
0
0
0
0
−3
54
Liabilities from leases
2,621
−573
606
122
−42
4
−6
−5
2,725
3,663
−332
606
135
−42
4
−6
−8
4,019
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38. Segment reporting
METRO is active in the store-based wholesale trade with the brands METRO and MAKRO as well
as in the delivery business (FSD) with the METRO delivery service and, among others, with the
supply specialists Classic Fine Foods, Caterite, Pro à Pro, R Express, Aviludo, Pro a Pro Spain
and Johan i Hallen Bergfalk (JHB). Apart from that, digital solutions round off the multichannel
approach. Segmentation follows the group’s internal reporting as it is used as a basis for
resource allocation and performance measurement by the Chief Operating Decision-Maker
(member of the Management Board of METRO AG). Accordingly, the organisational unit for
each country is an operating segment.
The operating segments are aggregated into reporting segments on the basis of their regional
allocation. In this context, the regional allocation also reflects slight differences in the economic
environment (for example market saturation, inflation level) and in the political and regulatory
situation of the countries. This accordingly leads to the reporting segments West and East; in
view of their historical significance for the group, the countries Germany and Russia are still
presented as separate reporting segments. The segment Others includes in particular DISH
Digital Solutions, the business unit that bundles the group’s digitalisation initiatives. It also
includes METRO MARKETS and the service companies METRO PROPERTIES, METRO
LOGISTICS, METRO DIGITAL and METRO SOURCING and others, which provide group-wide
services in the areas of real estate, logistics, information technology, advertising and
procurement. In the digital business sector, METRO MARKETS plays a special role with its B2B
online marketplace for professional equipment for HoReCa customers. Through this distribution
channel, METRO offers food and non-food articles from its own product range as well as
products from third parties.
The main components of segment reporting are described below:
•
External sales represent sales of the operating segments to third parties outside the group.
•
Internal sales represent sales between the group’s operating segments. These transactions
are settled at normal market conditions.
•
The term ‘transformation costs’ comprises non-regularly-recurring effects from strategic
portfolio adjustments. Starting in financial year 2024/25, transformation costs/income will
comprise not only portfolio measures, but also costs incurred in connection with group-
wide restructuring initiatives.
•
The earnings contributions from real estate transactions include the EBITDA-effective
earnings from the disposal of land and land usage rights and/or buildings as part of a
disposal transaction. Earnings from the disposal of dedicated real estate companies or the
disposal of shares in such companies capitalised at equity are, as a result of their
commercial substance, also included in the earnings contributions from real estate
transactions. The earnings have been reduced by cost components incurred in relation to
real estate transactions.
•
EBIT is the key ratio for segment reporting and describes operating earnings for the period
before net financial result and income taxes. Intra-group rental contracts are shown as
operating leases in the segments. The rental takes place at normal market conditions. In
principle, impairment risks related to non-current assets are only shown in the segments
where they represent group risks. In analogy, this also applies to deferred assets and
liabilities, which are only shown at segment level if this was also required in the
consolidated balance sheet.
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METRO ANNUAL REPORT 2023/24
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•
Segment investments include additions (including additions to the consolidation groups as
well as effects from hyperinflationary accounting) to goodwill, other intangible assets and
property, plant and equipment and investment properties. Exceptions to this are additions
due to the reclassification of assets held for sale as non-current assets.
•
In principle, transfers between segments are made based on the costs incurred from the
group’s perspective.
The reconciliation from non-current segment assets to non-current group assets is shown in the
following table:
€ million
30/9/2023
30/9/2024
Non-current segment assets
6,609
6,859
Financial assets
71
59
Investments accounted for using the equity method
97
97
Deferred tax assets
151
176
Other
1
0
Non-current group assets
6,929
7,192
In financial year 2023/24, significant external sales of €6,356 million (2022/23: €6,312 million)
and significant non-current segment assets of €1,259 million (30/9/2023: €1,236 million) were
attributable to France (in the segment West).
39. Management of financial risks
METRO Treasury manages the financial risks of the group. These primarily concern
•
price risks,
•
liquidity risks,
•
credit risks and
•
cash flow risks.
•
For more information about the risk management system, see chapter 2 economic report –
2.2 asset, financial and earnings position – financial and asset position – financial
management in the combined management report.
Price risks
For METRO, price risks result from the impact of changes in market interest rates and/or
foreign currency exchange rates on the value of financial instruments.
Interest rate risks can arise for METRO from changes in interest rate levels. If necessary, interest
rate derivatives are used to cap these risks.
The remaining interest rate risk is assessed using a sensitivity analysis. The sensitivity analysis is
based on floating-rate financial instruments in consideration of their corresponding hedging
transactions.
As of the closing date, METRO’s remaining interest rate risk is primarily the result of variable
interest rate receivables and liabilities to banks as well as other short-term liquid financial
assets (reported under cash and cash equivalents) with an aggregate debit balance after
consideration of hedging transactions of €655 million (30/9/2023: €286 million).
Given this total balance, an interest rate rise of 10 basis points would result in a €1 million
(2022/23: €0 million) higher interest result per year. An interest rate decrease of 10 basis points
would have the opposite effect of €−1 million (2022/23: €0 million).
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153

METRO faces currency risks in its international procurement of merchandise and because of
costs, financing, dividends and lease agreements that are incurred in a currency other than the
relevant local currency or are pegged to the development of another currency. In accordance
with the specifications of the group guideline, resulting foreign currency positions must be
hedged. Exceptions from this hedging requirement exist where hedging is not economically
reasonable and in the case of legal and regulatory restrictions in the respective countries.
METRO AG handles the group-wide coordination of the hedging measures of the group
companies and uses external derivative financial instruments as needed. Moreover, currency
risks for METRO result from the recognition of foreign currency lease liabilities and foreign
currency lease receivables, which affect the amount of the other financial result due to the
exchange rate at closing date. Where possible, the risk is reduced through the use of balance
sheet hedging measures (‘natural hedge’).
The presentation of the currency risk resulting from the exceptions is also based on a sensitivity
analysis.
In terms of its amount and result characteristic, the total effect presented by the sensitivity
analysis relates to the amounts of foreign currency held within the consolidated subsidiaries of
METRO and states the effect of a depreciation of the euro.
A depreciation of the euro will result in a positive effect if a receivable in the foreign currency
exists at a subsidiary which uses the euro as its functional currency and if a liability in euros
exists at a subsidiary which does not use the euro as its functional currency. The following table
shows the nominal volumes of currency pairs in this category with a positive sign.
A depreciation of the euro will result in a negative effect if a receivable in euros exists at a
subsidiary which does not use the euro as its functional currency and if a liability in the foreign
currency exists at a subsidiary which uses the euro as its functional currency. Correspondingly,
the following table shows the nominal volumes of currency pairs in this category with a
negative sign.
By contrast, an appreciation of the euro will have the opposite effect for all currency pairs
shown below.
As of the closing date, the remaining currency risk of METRO from the important currency pairs
was as follows:
Impact of devaluation of the euro by 10%
€ million
Currency pair
Volume
30/9/2023
Volume
30/9/2024
Profit or loss for the period
+ (income)/
– (expenses)
+ (income)/
– (expenses)
CZK/EUR
+85
+9
+85
+9
PLN/EUR
+67
+7
+43
+4
UAH/EUR
+58
+6
+75
+7
Equity
+ (income)/
– (expenses)
+ (income)/
– (expenses)
CNY/EUR
+31
+3
+102
+10
KZT/EUR
+135
+13
+135
+13
PLN/EUR
+66
+7
+71
+7
UAH/EUR
+175
+18
+175
+18
USD/EUR
+68
+7
+83
+8
The foreign currency holdings above include intra-group balances. Foreign currency valuations
from such holdings, insofar as no hedging is undertaken, lead to results in the other financial
result as well as to compensating effects outside of profit or loss from the translation of the
local financial statements of the counterparty into the group currency, which are recognised in
other comprehensive income.
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Interest rate and currency risks are substantially reduced and limited by the internal treasury
guidelines, if hedging with derivative financial instruments is possible. The group-wide
regulations specify that all hedging operations must adhere to specified requirements and must
not lead to increased risk exposure under any circumstances. METRO is aware that this severely
limits the opportunities to exploit current or expected interest rate and exchange rate
movements to optimise results.
In addition, hedging may be carried out only with standard derivative financial instruments.
As of the closing date, the following derivative financial instruments (currency transactions)
were being used for risk reduction:
30/9/2023
30/9/2024
Fair values
Fair values
€ million
Nominal
volume1
Financial
assets
Financial
liabilities
Nominal
volume1
Financial
assets
Financial
liabilities
Forward currency contracts
115
6
5
109
3
4
thereof within cash flow hedges
(100)
(4)
(1)
(186)
(0)
(2)
thereof not part of hedges
(15)
(2)
(4)
(−76)
(3)
(2)
115
6
5
109
3
4
1
Nominal volumes with a positive prefix indicate a surplus of foreign currency purchases from forward currency contracts.
The nominal volume of forward currency contracts/options and interest limitation agreements
results from the net position of the buying and selling values in foreign currency underlying the
individual transactions translated at the relevant exchange rate on the closing date.
All fair values represent the theoretical value of these instruments upon dissolution of the
transaction as of the closing date. Under the premise that instruments are held until the end of
their term, these are unrealised gains and losses that, by the end of the term, will be fully set off
by gains and losses from the underlying transactions in the case of fully effective hedging
transactions.
Currency derivatives are used primarily for the Czech koruna, the US dollar, the Polish zloty, the
Hong Kong dollar, the Romanian leu, the British pound sterling, the Swiss franc, the Bulgarian
lew and the Australian dollar. The average hedging rate for METRO for the important currency
pair resulting from a hedge designated in a hedging relationship is as follows: USD 1.10/EUR.
The maturity of derivatives used for hedging purposes in the amount of €−2 million (30/9/
2023: €3 million) is less than 1 year.
The effective portion of the change of the derivatives designated as cash flow hedges
recognised in other comprehensive income can be found in the following table:
€ million
2022/23
2023/24
Initial or subsequent measurement of derivative financial instruments
−6
−5
Derecognition of cash flow hedges
4
1
thereof in inventories
(0)
(0)
thereof in net financial result
(4)
(1)
Effective portion of gains/losses from cash flow hedges
−1
−4
Liquidity risks
Liquidity risk describes the risk of being unable to procure or provide funding or being able to
only procure or provide funding at a higher cost. Liquidity risks may arise, for example, as a
result of temporary capital market disruptions, creditor defaults, insufficient credit facilities, the
absence of budgeted incoming payments or the deterioration of creditworthiness. METRO AG
acts as financial coordinator for the group companies to ensure that they are provided with the
necessary financing to fund their operating and investing activities as cost-effectively and
sufficiently high as possible. Cash pooling is used for the need-based allocation of financial
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METRO ANNUAL REPORT 2023/24
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resources and the optimisation of interest expenses. METRO determines the financing need of
the group on the basis of short- and medium-term liquidity planning.
Financing instruments include money and capital market products (time deposits, call money,
commercial papers and listed bonds sold as part of ongoing capital market programmes) as
well as bilateral and syndicated loans. METRO has a sufficient liquidity reserve so that liquidity
risks are not likely, even if an unexpected event has a negative financial impact on the
company’s liquidity situation. The credit facilities held as a liquidity reserve are subject to
specific credit conditions. In case that, contrary to expectations, the agreed credit terms cannot
be met in the future and no temporary adjustment of the credit terms can be negotiated with
the bank consortium, METRO has sufficient refinancing alternatives available with a similar
liquidity effect. For more information about the instruments used for financing purposes, see
the explanatory notes to the respective balance sheet items.
Credit risks
Credit risks arise from the total or partial default by a counterparty, for example through
bankruptcy, or in connection with financial investments and derivative financial instruments
with positive market values. METRO’s maximum credit risk as of the closing date is reflected by
the carrying amount of financial assets totalling €1,988 million (30/9/2023: €1,988 million).
As part of the risk management of financial investments totalling €759 million (30/9/2023:
€520 million) and derivative financial instruments with positive market values totalling
€3 million (30/9/2023: €6 million), minimum creditworthiness requirements and individual
maximum exposure limits for the engagement have been defined for all business partners of
METRO. Cheques and money in circulation are not considered in the determination of credit
risks. This is based on a system of limits laid down in the treasury guidelines, which are based
mainly on the ratings of international rating agencies, developments of credit default swaps or
internal credit assessments. An individual limit is allocated to every counterparty of METRO;
compliance is constantly monitored by the treasury systems. Cash on hand considered in cash
and cash equivalents totalling €17 million (30/9/2023: €22 million) is not exposed to any credit
risk.
Cash flow risks
A future change in interest rates may cause cash flow from variable interest rate asset and
liability items to fluctuate. Stress tests are used to determine the potential impact interest rate
changes may have on cash flow and how they can be capped through hedging transactions in
accordance with the group’s internal treasury guidelines.
40.Contingent liabilities
There are contingent liabilities from guarantee and warranty contracts amounting to €11 million
(30/9/2023: €18 million). These are primarily rent guarantees with terms of up to 10 years if
utilisation is not considered entirely unlikely.
The present values of contingent liabilities are essentially the same as the nominal amounts.
Some of the contingent liabilities are subject to rights of recourse against third parties up to the
nominal amount.
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156

41. Other financial commitments
The nominal value of other financial commitments amounted to €408 million (30/9/2023:
€435 million) and primarily concerned purchasing commitments from multi-year IT services and
service agreements.
42. Leases
METRO as lessee
METRO mainly rents land and buildings for its wholesale stores, distribution centres, offices and
warehouses. The leases are individually negotiated and contain a variety of different terms and
conditions.
The lease agreements for the properties are generally concluded for fixed periods of 5 to
15 years and include extension and termination options in a large number of contracts.
In addition, commercial vehicles such as trucks, forklift trucks and industrial trucks with terms
of 4 to 6 years as well as passenger cars with a lease term of 3 to 4 years are also leased.
Other leases, which account for an insignificant portion of the leases, include the rental of
technical equipment and machinery, IT infrastructure as well as business and office equipment.
•
A detailed presentation of the right-of-use assets can be found in no. 18 – property, plant
and equipment – development of right-of-use assets of leased property, plant and
equipment.
•
A maturity analysis of the liabilities from leases can be found in no. 30 – liabilities.
•
A maturity analysis of the undiscounted payments can be found in no. 35 – undiscounted
cash flows of financial liabilities.
In financial year 2023/24, there were no material expenses for variable lease payments that
were not included in the measurement of lease liabilities.
The following expenses and income in connection with leases were recognised in the income
statement.
€ million
30/9/2023
30/9/2024
Variable rental expenses from rights of use
−3
−3
Rental expenses for short-term leases
−22
−21
Rental expenses for leases of assets of minor value
−9
−9
Total rental expenses
−33
−32
Depreciation1
−378
−393
Interest expenses
−124
−122
Income and expenses from sale-and-leaseback transactions
193
1
Income from subletting of right-of-use assets
89
59
1
Also includes depreciation on investment properties and impairment losses.
Furthermore, additions to right-of-use assets and liabilities from leases include variable rental
payments that are dependent upon price indices or inflation rates. These rental adjustments are
made annually or when contractually agreed minimum changes are exceeded. In financial year
2023/24, these rental adjustments amount to €17 million (2022/23: €34 million).
The total cash outflow, which comprises repayment of lease liabilities (interest and redemption
portion), payments for short-term leases, payments for leases of assets of minor value and
variable lease payments, amounts to €613 million (30/9/2023: €671 million).
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METRO ANNUAL REPORT 2023/24
157

All reasonably certain cash outflows are considered for the determination of the lease liability
and the corresponding right-of-use assets. Potential future cash outflows of €2,072 million (30/
9/2023: €1,984 million) were not included in the lease liability as of 30 September 2024
because it is not reasonably certain that the leases will be renewed or not terminated.
During financial year 2023/24, lease extensions totalling €287 million (30/9/2023: €229 million)
were exercised and included in lease liabilities using the incremental borrowing rate at the
modification date of this lease.
METRO has no significant leases that contain residual value guarantees or purchase options.
Undiscounted payment obligations for leases that had not yet been commenced on the closing
date and were thus not disclosed under lease liabilities totalled €65 million (30/9/2023:
€17 million).
No sale-and-leaseback transactions were carried out in financial year 2023/24.
METRO as lessor
Lease payments due in subsequent periods from entities outside METRO for the rental of
properties that are classified as finance leases or operating leases are shown below. In addition,
the following rental income was recognised in the income statement:
30/9/2023
30/9/2024
€ million
Finance leases
Operating leases
Finance leases
Operating leases
Up to 1 year
44
70
12
42
1 to 2 years
22
33
10
23
2 to 3 years
18
23
8
13
3 to 4 years
15
13
7
12
4 to 5 years
7
10
4
10
Over 5 years
14
31
12
26
Total of undiscounted lease receivables
120
181
53
126
Not-yet-realised interest income
−14
–
−7
–
Impairment
−19
–
−2
–
Net investment in the lease after impairment
87
–
43
–
Lease income
Fixed rental income
–
99
–
80
Variable rental income
1
0
0
0
Total rental income
1
99
0
80
Interest income
9
–
4
–
43. Remaining legal issues
Companies of the METRO group form a party to (arbitration) court proceedings as well as
antitrust and other regulatory proceedings in various countries. Insofar as the liability has been
sufficiently specified, appropriate risk provisions have been formed for these proceedings.
METRO AG and its group companies respectively have also filed claims for damages against
companies that have been sanctioned for illegal competition agreements.
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METRO ANNUAL REPORT 2023/24
158

44.Events after the closing date
Marketing of promissory note loan
In financial year 2023/24, METRO started to market a promissory note loan. The settlement and
therefore the outflow of the financial resources occurred on 2 October 2024. The promissory
note loan in the amount of €300 million has several tranches with maturities of 3 and 5 years,
each with fixed and variable interest rates.
45.Notes on related parties
METRO maintained the following business relations to related companies:
2022/23
2023/24
€ million
Total
Associates
Joint
ventures
Miscella-
neous
related
parties
Total
Associates
Joint
ventures
Miscella-
neous
related
parties
Services provided
55
55
1
0
30
29
1
0
General services
(7)
(6)
(1)
(0)
(1)
(0)
(1)
(0)
Lease services
(0)
(0)
(0)
(0)
(0)
(0)
(0)
(0)
Other services
(50)
(50)
(0)
(0)
(28)
(28)
(0)
(0)
Services received
82
75
4
3
90
83
3
3
General services
(11)
(7)
(4)
(0)
(9)
(6)
(3)
(0)
Lease services
(61)
(58)
(0)
(3)
(70)
(67)
(0)
(3)
Other services
(10)
(10)
(0)
(0)
(11)
(11)
(0)
(0)
Receivables from services
provided as of 30/9
5
5
0
0
2
2
0
0
General services
(4)
(4)
(0)
(0)
(0)
(0)
(0)
(0)
Lease services
(0)
(0)
(0)
(0)
(0)
(0)
(0)
(0)
Other services
(1)
(1)
(0)
(0)
(1)
(1)
(0)
(0)
Liabilities from services received
as of 30/9
0
0
0
0
0
0
0
0
General services
(0)
(0)
(0)
(0)
(0)
(0)
(0)
(0)
Dividends received
13
12
1
0
20
19
1
0
Transactions with associates and other related parties
The direct shareholder of METRO AG is EP Global Commerce GmbH (EPGC), Grünwald, which is
indirectly a wholly owned subsidiary of EP Global Commerce a.s. (EPGC a.s.), Prague, Czech
Republic. Mr Křetínský holds a 53% and Mr Tkáč indirectly holds a 47% interest in EPGC a.s.
According to the 2 voting rights notifications of 29 December 2020, Mr Křetínský and Mr Tkáč
agree on the exercise of voting rights at the level of EPGC a.s. within the meaning of § 34
Section 2, Sentence 2, of the WpHG or otherwise cooperate with the aim of permanently and
significantly changing the entrepreneurial direction of METRO AG.
According to the information on the dividend payment resolved at Annual General Meeting
2024 on 12 February 2024, Mr Křetínský and Mr Tkáč held 180,026,758 ordinary shares and
322,419 preference shares via the chain of controlling companies described above. This
corresponds to around 49.99% of voting rights. Given the normal attendance at Annual General
Meetings, dependence on the above companies and individuals (controlling parties) under
commercial and stock corporation law can therefore be presumed.
METRO is not aware of one of the controlling parties preparing consolidated financial
statements for a larger group of companies in which METRO AG is included.
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The services provided relate mainly to an existing collaboration with Košík Holding a.s. In the
previous year, services from existing business relations with METRO GROUP Commerce
(Shanghai) Co., Ltd. (formerly METRO China) had been included on the basis of a service level
agreement and the granting of brand licences.
The balance sheet reports lease liabilities of €424 million (2022/23: €446 million) and rights of
use of €372 million (2022/23: €394 million) from rental agreements with associates. It mainly
concerned OPCI FWP France and OPCI FWS France.
Receivables from services provided were impaired in the amount of €0 million (2022/23:
€1 million).
Business relations with related parties are based on contractual agreements providing for
arm’s-length prices. As in the previous year, there were no business relations with related
natural persons and companies of management in key positions in financial year 2023/24.
Related persons (remuneration for members of management in key
positions)
The management in key positions consists of members of the Management Board and the
Supervisory Board of METRO AG.
The expenses for members of the Management Board of METRO AG amounted to €8.5 million
(2022/23: €8.0 million) for short-term benefits, as well as €5.8 million for termination benefits
(2022/23: €5.1 million) and €0.5 million (2022/23: €0.6 million) for post-employment benefits.
The expenses for long-term benefits amounted to €3.4 million (2022/23: €3.0 million). Income
of €5.1 million (2022/23: €0.6 million) was calculated for the share-based programmes with
long-term incentive effect.
The short-term remuneration for the members of the Supervisory Board of METRO AG
amounted to €2.4 million (2022/23: €2.4 million).
The total remuneration for members of management in key positions amounted to €15.4 million
(2022/23: €18.6 million).
46.Share-based payments
Group Incentive Plan for executives
The Group Incentive Plan (GIP) is a remuneration system set up over several years that ensures
management is involved in the sustainable and long-term company development of METRO, by
satisfying the needs of shareholders, other groups associated with the company (for example
employees, customers) and the environment.
To support the future alignment of METRO, the GIP is allocated annually in separate tranches at
a fixed time. Every tranche has a term of 3 years. The GIP was granted for the first time on
1 April 2021 (financial year tranche 2020/21). Following the cyclical plan structure, an additional
tranche of the GIP has been issued to managers each year on 1 April. Since financial year 2022/
23, the remuneration systems set up over several years have no longer been share-based.
A target amount is set out in euros for the beneficiaries. The payout amount is calculated by
multiplying the target value by the factor of overall target achievement. This, in turn, is
calculated by determining the target achievement factors for each of the 3 performance
targets. The weighted arithmetic mean of the factors results in the overall target achievement
factor.
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The maximum payout amount is the cap for the individual performance targets set out in the
plan (payment cap).
The overall target achievement for the tranche for financial year 2020/21 as well as the tranche
for financial year 2021/22 is expressed via the following 3 performance targets:
•
40% earnings per share (EPS),
•
50% METRO total shareholder return (METRO TSR),
•
10% sustainability component.
The earnings per share performance target (EPS) is generally calculated by comparing the
achieved EPS with a target value set out at the start of the term. Positive and negative currency
effects as well as separately reported transformation costs compared to the objective are
neutralised in the EPS. Accordingly, for the measurement of the achievement of performance
targets, the EPS reported in the consolidated financial statements is adjusted for currency
effects as well as for special items/transformation costs.
The METRO TSR performance target reflects the external measurement of METRO on the
capital market across the length of the term. It is determined by comparing the relative total
shareholder return (TSR) of the METRO ordinary share to the MDAX and a comparison group of
selected competitors.
The performance achievement for the sustainability component reflects compliance with
METRO’s social responsibility and rewards compliance with economic and ecological criteria.
Target achievement is determined via the average rating which METRO AG is awarded in an
external corporate sustainability assessment during the performance period, among other
factors.
Performance cash plan for the Management Board
The annual performance cash plan tranches granted to the members of the Management Board
in financial years 2020/21 and 2021/22 have a 4-year term.
The performance cash plan is based on the achievement of 2 performance targets:
•
60% total shareholder return (TSR),
•
40% earnings per share (EPS).
The TSR component is based on the relative total shareholder return (TSR) of the METRO
ordinary share compared to the MDAX and a defined peer group over the 3-year TSR
performance period. If the lower barrier of entry or less is reached, the target achievement of
the TSR component is 0.0; if it is outperformed by 5 percentage points, the factor is 1.0. The
target achievement factor for intermediate values and up to 300% is calculated using linear
interpolation or extrapolation.
The target achievement of the EPS component is determined by comparing the EPS achieved
at the end of the 3-year EPS performance period with a target value defined before the start of
the term. If the lower barrier of entry or less is reached, the target achievement of the EPS
component is 0.0; if the defined 100% value is reached, the factor is 1.0. The target achievement
factor for intermediate values and up to 300% is calculated using linear interpolation or
extrapolation.
The resulting payout amount is capped at 250% of the individual target amount.
The performance period of the tranche 2020/21 ended in financial year 2023/24.
The expenses and income of the individual plans for managers and the Management Board for
financial year 2023/24 are as follows:
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Total income of €4 million (2022/23: expenses of €3 million) was recognised under the tranche
2021 of the Group Incentive Plan (GIP) which came due in financial year 2023/24 and has
largely been paid out. The tranche 2022 of the GIP gave rise to total income of €3 million
(2022/23: expense of €2 million).
Provisions of €3 million were reversed for the previous performance share plan (2022/23:
expenses of €0.5 million). Total income of €2 million was recognised for the performance cash
plan (2022/23: €0.3 million).
Total provisions for the plans described above amounted to €2 million in financial year 2023/24
(2022/23: €26 million).
The provisions correspond to the fair value of the plans calculated pro rata temporis. This fair
value is determined by an external expert using recognised financial mathematical methods.
The basis for this is a risk-neutral, arbitrage-free valuation model of the option price theory (in
this case using Monte Carlo simulation). The input data for the simulation are measurements
and estimates of internal key figures as of the reporting date and the external market values as
of the valuation date.
47. Corporate body emoluments
Remuneration of members of the Management Board in financial year
2023/24
The total compensation of the members of the Management Board in financial year 2023/24
amounted to €12.4 million (2022/23: €16.6 million). Total compensation in financial year
2023/24 consists of the fixed salary, short-term and long-term incentives and other
remuneration.
The non-share-based long-term variable remuneration (performance cash plan 2023) granted
to the members of the Management Board in financial year 2023/24 is stated with the addition
to the provision and amounts to €2.2 million.
In financial year 2023/24, no credit lines were granted to members of the Management Board,
nor were there any credit agreements from previous years.
Total remuneration of former members of the Management Board
The total compensation of the former members of the Management Board amounted to
€6.2 million (2022/23: €5.9 million).
Apart from that, there are congruent, reinsured liabilities from pension provisions covered by
life insurance contracts of €15.7 million towards former members of the Management Board.
Remuneration of members of the Supervisory Board
The total remuneration of all members of the Supervisory Board in financial year 2023/24
amounted to €2.4 million (2022/23: €2.4 million).
In financial year 2023/24, no credit lines were granted to members of the Supervisory Board,
nor were there any credit agreements from previous years.
•
Further information on the remuneration of the members of the Management Board and
the Supervisory Board is presented in the remuneration report. The remuneration report
and the corresponding independent auditor’s report are publicly available on the METRO
website at www.metroag.de/en/about-us/corporate-governance.
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48.Auditor’s fees for the financial year pursuant to § 314
Section 1 No. 9 of the German Commercial Code (HGB)
The auditor KPMG AG Wirtschaftsprüfungsgesellschaft invoiced total professional fees in the
amount of €5.5 million for services rendered. €4.6 million of this amount was attributable to
professional fees for the audit of the financial statements, €0.5 million to other assurance
services and €0.4 million to other services. Only services that are consistent with the task of the
auditor of the annual financial statements and consolidated financial statements of METRO AG
were provided.
The fees for audit services provided by KPMG AG Wirtschaftsprüfungsgesellschaft relate to the
audit of the consolidated financial statements and the Annual Financial Statements of
METRO AG, including statutory mandate extensions. In addition, the fees for the audits of IFRS
reporting packages of subsidiaries of METRO AG for inclusion in the METRO consolidated
financial statements as well as for the audits of annual financial statements of subsidiaries under
commercial law are included. Moreover, reviews of interim financial statements and services in
connection with an enforcement procedure were performed.
Other assurance services relate to agreed audit procedures (compliance certificates,
declaration of completeness in accordance with the German Packaging Ordinance and a
confirmation of a goods transport licence), a valuation certificate, the issuing of a comfort letter
and the audit of the combined non-financial statement.
Other services comprise services in connection with the introduction of a new ERP system.
49.Declaration of conformity with the German Corporate
Governance Code
In September 2024, the Management Board and the Supervisory Board issued the annual
declaration of conformity pursuant to § 161 of the German Stock Corporation Act (AktG)
concerning the recommendations of the Government Commission on the German Corporate
Governance Code. The statements are permanently accessible on the website of METRO AG
(www.metroag.de/en).
2 December 2024
The Management Board
Dr Steffen Greubel
Guillaume Deruyter
Christiane Giesen
Eric Riegger
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
163

To the best of our knowledge, and in accordance with the applicable reporting principles, the
consolidated financial statements ensure a true and fair view of the asset, financial and earnings position
of the group, and the combined management report includes a fair review of the development and
performance of the business and the position of the group, together with a description of the significant
opportunities and risks associated with the expected development of the group.
2 December 2024
The Management Board
Dr Steffen Greubel
Guillaume Deruyter
Christiane Giesen
Eric Riegger
RESPONSIBILITY STATE-
MENT OF THE LEGAL
REPRESENTATIVES
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
164

To METRO AG, Düsseldorf
REPORT ON THE AUDIT OF THE CONSOLIDATED
FINANCIAL STATEMENTS AND OF THE COMBINED
MANAGEMENT REPORT
Opinions
We have audited the consolidated financial statements of METRO AG, Düsseldorf, and its subsidiaries
(the Group), which comprise the consolidated balance sheet as at 30 September 2024, the consolidated
income statement, the reconciliation from profit or loss to total comprehensive income, the consolidated
statement of changes in equity and the consolidated statement of cash flows for the financial year from
1 October 2023 to 30 September 2024, as well as the notes to the consolidated financial statements,
including a summary of significant accounting policies. In addition, we have audited the management
report of METRO AG and the Group (hereinafter “combined management report”) for the financial year
from 1 October 2023 to 30 September 2024.
In accordance with German legal requirements, we have not audited the content of those components of
the combined management report specified in the “Other Information” section of our auditor’s report.
In our opinion, on the basis of the knowledge obtained in the audit,
•
the accompanying consolidated financial statements comply, in all material respects, with the IFRSs
as adopted by the EU, and the additional requirements of German commercial law pursuant to
Section 315e (1) HGB [Handelsgesetzbuch: German Commercial Code] and, in compliance with these
requirements, give a true and fair view of the assets, liabilities, and financial position of the Group as
at 30 September 2024, and of its financial performance for the financial year from 1 October 2023 to
30 September 2024, and
•
the accompanying combined management report as a whole provides an appropriate view of the
Group’s position. In all material respects, this combined management report is consistent with the
consolidated financial statements, complies with German legal requirements and appropriately
presents the opportunities and risks of future development. Our opinion on the combined
management report does not cover the content of those components of the combined management
report specified in the “Other Information” section of the auditor’s report.
Pursuant to Section 322 (3) sentence 1 HGB, we declare that our audit has not led to any reservations
relating to the legal compliance of the consolidated financial statements and of the combined
management report.
INDEPENDENT
AUDITOR’S REPORT
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
165

Basis for the Opinions
We conducted our audit of the consolidated financial statements and of the combined management
report in accordance with Section 317 HGB and the EU Audit Regulation No 537/2014 (referred to
subsequently as “EU Audit Regulation”) and in compliance with German Generally Accepted Standards
for Financial Statement Audits promulgated by the Institut der Wirtschaftsprüfer [Institute of Public
Auditors in Germany] (IDW). Our responsibilities under those requirements, principles and standards are
further described in the “Auditor’s Responsibilities for the Audit of the Consolidated Financial
Statements and of the Combined Management Report” section of our auditor’s report. We are
independent of the group entities in accordance with the requirements of European law and German
commercial and professional law, and we have fulfilled our other German professional responsibilities in
accordance with these requirements. In addition, in accordance with Article 10 (2)(f) of the EU Audit
Regulation, we declare that we have not provided non-audit services prohibited under Article 5 (1) of the
EU Audit Regulation. We believe that the evidence we have obtained is sufficient and appropriate to
provide a basis for our opinions on the consolidated financial statements and on the combined
management report.
Key Audit Matters in the Audit of the Consolidated Financial
Statements
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the consolidated financial statements for the financial year from 1 October 2023 to
30 September 2024. These matters were addressed in the context of our audit of the consolidated
financial statements as a whole, and in forming our opinion thereon, we do not provide a separate
opinion on these matters.
•
Impairment testing of goodwill
For the accounting policies applied, we refer to the disclosures in the notes in the section entitled
“Notes to the group accounting principles and methods”. Disclosures on the development of
goodwill as well as impairment testing can be found in Note 17 to the consolidated financial
statements. We also refer to Note 14 on impairment.
The financial statement risk
Goodwill in the amount of EUR 721 million was reported in the consolidated financial statements of
METRO as at 30 September 2024. Goodwill is allocated pursuant to IAS 36 to groups of cash-generating
units that are expected to benefit from the business combination in which the goodwill arose. These
units are the organisational units for each country for METRO.
The recognised goodwill is tested for impairment once a year as at 30 June and, if there are any
indicators of impairment, also on an ad hoc basis.
For impairment testing, the carrying amount of the respective organisational unit including allocated
goodwill is compared with its recoverable amount. If the carrying amount including allocated goodwill
exceeds the recoverable amount, there is a need for impairment. The recoverable amount is the higher of
fair value less costs to sell and value in use of the organisational unit. Fair value is measured according to
the discounted cash flow method.
Impairment testing is complex and based on a range of assumptions that require judgement. This is
based on cash flow planning, the starting point of which is the multi-year plan prepared by METRO.
Future cash flows are discounted using the weighted discount rate of the respective organisational unit.
The result of this impairment testing is heavily dependent upon estimates of the expected business and
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
166

earnings performance of the organisational units as well as the estimated discount rate used and is
therefore subject to considerable uncertainty.
In the consolidated financial statements as at 30 September 2024, the goodwill of the affected groups of
cash-generating units was fully written down by a total of EUR 20 million. This was attributable
especially to cash-generating unit METRO Austria. The impairment losses were largely driven by lower
expectations for sales revenue and earnings as well as the associated expected future cash flows.
The Company’s sensitivity analysis for an additional group of cash-generating units indicated that a
reasonably possible change in the discount rate or expected future cash flows would cause impairment.
There is a risk for the financial statements that impairment losses are not recognised in the correct
amount.
IAS 36 requires extensive disclosures in the notes to the financial statements, particularly also in terms of
METRO’s consideration of the potential sensitivity of material measurement assumptions and
parameters. There is the risk that the disclosures in the notes are not complete and adequate.
Our audit approach
We evaluated how indicators of goodwill impairment are identified by METRO. To assess the annual
impairment test, we made a risk-oriented, deliberate selection of the organisational units with goodwill.
For the selected organisational units, we assessed the appropriateness of the key assumptions and the
calculation method of the Company with the involvement of our valuation specialists. To this end, we
discussed and assessed the expected business and earnings development with regard to sales revenue
and margin development in the detailed planning horizon with those responsible for planning. We also
reconciled this information with internally available documents, such as monthly reports and strategic
planning documentation, as well as the budget prepared by the Management Board and approved by
the Supervisory Board. We additionally assessed the consistency of the assumptions by reconciling them
with general and industry-specific market expectations.
In this regard, we also confirmed the appropriateness of METRO’s budget process. As a result of the
continuing uncertainties, METRO has prepared multi-year planning based on scenarios. Finally, we
critically analysed previous adherence to budget on the basis of past target/actual deviations prepared
by METRO.
To assess the methodically and mathematically correct implementation of the valuation method, we
verified the Company’s valuation using our own calculations and analysed deviations.
In view of the high sensitivity of the calculated fair values to changes in the discount rates or expected
future cash flows, we analysed – taking into account country-specific particulars – the underlying
assumptions and data of the discount rates and the expected future cash flows and assessed the
calculation formula for computational and formal accuracy. Based on the sensitivity analyses carried out
by METRO, we examined to what extent a reasonably possible change to the assumptions underlying the
calculation could require recognising an impairment loss.
We also evaluated the completeness and adequacy of the disclosures in the notes to the consolidated
financial statements pursuant to IAS 36. This also included an assessment of the appropriateness of
disclosures in the notes according to IAS 36.134(f) on sensitivity in the event of a reasonably possible
change in the key assumptions used for measurement.
Our observations
The valuation model used for impairment testing is appropriate and in line with applicable IFRS
accounting policies. The Company’s assumptions and data used for measurement are within an
appropriate range and are balanced. The disclosures made in the notes in this connection are
appropriate.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
167

•
Impairment testing of land, buildings and right-of-use assets
For the accounting policies applied, we refer to the disclosures in the notes in the section entitled
“Notes to the group accounting principles and methods”. Disclosures on movements in property,
plant and equipment are provided under Note 18 in the notes to the consolidated financial
statements. We also refer to Note 14 in the notes on depreciation and impairment of non-current
assets.
The financial statement risk
The consolidated financial statements of METRO as at 30 September 2024 report land and buildings
with a carrying amount of EUR 2,164 million and right-of-use assets (according to IFRS 16) with a
carrying amount of EUR 2,271 million, which includes EUR 2,036 million relating to land and buildings. In
the reporting year, impairment losses totalling EUR 19 million were recognised for land, buildings and
right-of-use assets.
In accordance with IAS 36, real estate and right-of-use assets must be tested for impairment if there are
any indications of potential impairment. Operating performance and the real estate market are relevant
indicators of any potential impairment. Pursuant to IAS 36, the carrying amount of the affected cash-
generating unit must be compared with the recoverable amount for impairment testing purposes. The
recoverable amount of a cash-generating unit is the higher of its fair value less costs to sell and its value
in use. METRO regularly carries out impairment tests based on fair value less costs to sell. The basis for
measurement is the present value of the future cash flows of the respective cash-generating unit, which
is determined using the discounted cash flow method.
Impairment testing is complex and based on a range of assumptions that require judgement. It is based
on the cash flow planning of the cash-generating unit. Future cash flows are discounted using the
country-specific discount rates and discount rates specific to real estate. The result of impairment
testing is heavily dependent on the estimate of future cash flows and market rent, as well as on the
country-specific discount rates and the real estate-specific discounting and capitalisation rates used and,
therefore, is subject to considerable uncertainty.
There is the risk that necessary impairment losses are not recognised in the correct amount or are
recognised too late.
Our audit approach
We evaluated how indications of impairment of land, buildings and right-of-use assets are identified by
METRO.
Our audit, which we carried out with the involvement of our own valuation experts, included, among
others, assessing the appropriateness of the valuation method underlying the impairment testing,
particularly in terms of the accounting policies used as well as formal and computational accuracy.
We also confirmed the appropriateness of the future cash flows and market rents used in the calculation,
among others, by comparing this information with the current budget figures as well as through
comparison with general and use-specific market data. In this regard, we also confirmed the
appropriateness of METRO’s budget process. As a result of the continuing uncertainties, METRO has
prepared multi-year planning based on scenarios. We analysed previous adherence to the budget on the
basis of past target/actual deviations prepared by METRO.
To assess the methodically and mathematically correct implementation of the valuation method, we
verified the Company’s calculation of real estate’s fair value by using our own calculations and analysed
deviations.
Furthermore, we evaluated the country-specific discount rates as well as the real estate-specific discount
and capitalisation rates.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
168

Our observations
The indications of impairment of land, buildings and right-of-use assets were appropriately identified.
The valuation method used for impairment testing is appropriate and in line with applicable accounting
policies. The Company’s assumptions and data used for measurement are appropriate and balanced.
•
Consolidation of business activities in Russia
For the accounting policies applied, we refer to the disclosures in the notes in the section entitled
“Notes to the group accounting principles and methods”. Information concerning the figures on
Russian business activities can be found in the segment reporting section in the notes (Note 38).
The financial statement risk
The METRO Group has business units in Russia that contributed EUR 2,438 million to the consolidated
sales revenue and EUR 143 million to adjusted group EBITDA in reporting year 2023/2024, as well as
EUR 520 million to non-current segment assets as at 30 September 2024.
The aforementioned business activities are spread out across a total of five legal entities. These are
shown in the list of shareholdings, which is included as an appendix to the consolidated financial
statements, as well as disclosed in the German Company Register [Unternehmensregister]. The business
units are fully consolidated pursuant to IFRS 10.
The Company continuously checks whether the requirements for consolidation in compliance with
IFRS 10 are still met without any changes. Also due to the many sanctions and counter-sanctions in
connection with the ongoing war in Ukraine, there are restrictions and difficulties in conducting
transactions between the non-Russian parent company and the Russian subsidiaries, such as concerning
the distribution of dividends. These restrictions and difficulties could impact the ability to exercise
control over the Russian activities, which conflicts with consolidation within the meaning of IFRS 10. The
assessment as to whether METRO has the power of control over the decisive transactions and can
influence the returns from the Russian business units is based on management’s estimates.
There is the risk for the consolidated financial statements that the Russian business units are improperly
consolidated.
Our audit approach
We first gained an understanding of METRO’s process activities to assess control within the meaning of
IFRS 10 and evaluated the Company’s documentation with regard to further consolidation of the Russian
business units.
We also consulted with the Management Board as to what extent the operating activities in Russia
should be continued and supplemented these findings by inspecting committee minutes.
Moreover, we discussed to what extent the management of Russian activities by the Group is possible
without change and in what way restrictions have resulted for METRO.
With the involvement of our own specialists, we examined the existing sanctions and counter-sanctions
for any relevant provisions that could affect METRO. We compared the results of this examination with
the Company’s own analyses.
Furthermore, we analysed the possibility of payments being made from and to Russia with regard to any
restrictions and their potential relevance for the decision to consolidate entities.
In addition, we critically discussed our understanding with the component auditors of the Russian
business units and, in doing so, drew on findings from the inspection of their working papers.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
169

Our observations
METRO’s approach for assessing the requirements for consolidating the Russian business units is
appropriate and in line with the applicable principles of IFRS. The assumptions made by management
regarding consolidation of the Russian entities are appropriate.
Other Information
The Management Board and/or the Supervisory Board are/is responsible for the other information. The
other information comprises the following components of the combined management report, whose
content was not audited:
•
the combined non-financial statement for the Company and the Group, which is contained in
Section 1.3 of the combined management report,
•
the combined corporate governance statement for the Company and the Group referred to in the
combined management report, and
•
information extraneous to management reports and marked as unaudited.
The other information also includes the remaining parts of the annual report. The other information does
not include the consolidated financial statements, the combined management report information audited
for content and our auditor’s report thereon.
Our opinions on the consolidated financial statements and on the combined management report do not
cover the other information, and consequently we do not express an opinion or any other form of
assurance conclusion thereon.
In connection with our audit, our responsibility is to read the other information and, in so doing, to
consider whether the other information
•
is materially inconsistent with the consolidated financial statements, with the combined management
report information audited for content or our knowledge obtained in the audit, or
•
otherwise appears to be materially misstated.
In accordance with our engagement letter, we conducted a separate limited assurance engagement of
the non-financial statement. Please refer to our assurance report dated 5 December 2024 for information
on the nature, scope and findings of this assurance.
Responsibilities of the Management Board and the Supervisory
Board for the Consolidated Financial Statements and the Combined
Management Report
The Management Board is responsible for the preparation of consolidated financial statements that
comply, in all material respects, with IFRSs as adopted by the EU and the additional requirements of
German commercial law pursuant to Section 315e (1) HGB and that the consolidated financial statements,
in compliance with these requirements, give a true and fair view of the assets, liabilities, financial
position, and financial performance of the Group. In addition, the Management Board is responsible for
such internal control as it has determined necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud (i.e., fraudulent financial
reporting and misappropriation of assets) or error.
In preparing the consolidated financial statements, the Management Board is responsible for assessing
the Group’s ability to continue as a going concern. They also have the responsibility for disclosing, as
applicable, matters related to going concern. In addition, they are responsible for financial reporting
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
170

based on the going concern basis of accounting unless there is an intention to liquidate the Group or to
cease operations, or there is no realistic alternative but to do so.
Furthermore, the Management Board is responsible for the preparation of the combined management
report that, as a whole, provides an appropriate view of the Group’s position and is, in all material
respects, consistent with the consolidated financial statements, complies with German legal
requirements, and appropriately presents the opportunities and risks of future development. In addition,
the Management Board is responsible for such arrangements and measures (systems) as they have
considered necessary to enable the preparation of a combined management report that is in accordance
with the applicable German legal requirements, and to be able to provide sufficient appropriate evidence
for the assertions in the combined management report.
The Supervisory Board is responsible for overseeing the Group’s financial reporting process for the
preparation of the consolidated financial statements and of the combined management report.
Auditor’s Responsibilities for the Audit of the Consolidated Financial
Statements and of the Combined Management Report
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements
as a whole are free from material misstatement, whether due to fraud or error, and whether the
combined management report as a whole provides an appropriate view of the Group’s position and, in
all material respects, is consistent with the consolidated financial statements and the knowledge
obtained in the audit, complies with the German legal requirements and appropriately presents the
opportunities and risks of future development, as well as to issue an auditor’s report that includes our
opinions on the consolidated financial statements and on the combined management report.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with Section 317 HGB and the EU Audit Regulation and in compliance with German Generally
Accepted Standards for Financial Statement Audits promulgated by the Institut der
Wirtschaftsprüfer (IDW) will always detect a material misstatement. Misstatements can arise from fraud
or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these consolidated financial
statements and this combined management report.
We exercise professional judgement and maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the consolidated financial statements and of
the combined management report, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinions. The risk of not detecting a material misstatement resulting from
fraud is higher than the risk of not detecting a material misstatement resulting from error, as fraud
may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
controls.
•
Obtain an understanding of internal control relevant to the audit of the consolidated financial
statements and of arrangements and measures (systems) relevant to the audit of the combined
management report in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of these systems.
•
Evaluate the appropriateness of accounting policies used by the Management Board and the
reasonableness of estimates made by the Management Board and related disclosures.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
171

•
Conclude on the appropriateness of the Management Board’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in the
auditor’s report to the related disclosures in the consolidated financial statements and in the
combined management report or, if such disclosures are inadequate, to modify our respective
opinions. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Group to cease to be able to continue as
a going concern.
•
Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements present the underlying
transactions and events in a manner that the consolidated financial statements give a true and fair
view of the assets, liabilities, financial position and financial performance of the Group in compliance
with IFRSs as adopted by the EU and the additional requirements of German commercial law
pursuant to Section 315e (1) HGB.
•
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express opinions on the consolidated financial statements and
on the combined management report. We are responsible for the direction, supervision and
performance of the group audit. We remain solely responsible for our opinions.
•
Evaluate the consistency of the combined management report with the consolidated financial
statements, its conformity with [German] law, and the view of the Group’s position it provides.
•
Perform audit procedures on the prospective information presented by the Management Board in
the combined management report. On the basis of sufficient appropriate audit evidence we evaluate,
in particular, the significant assumptions used by the Management Board as a basis for the
prospective information, and evaluate the proper derivation of the prospective information from
these assumptions. We do not express a separate opinion on the prospective information and on the
assumptions used as a basis. There is a substantial unavoidable risk that future events will differ
materially from the prospective information.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with the
relevant independence requirements, and communicate with them all relationships and other matters
that may reasonably be thought to bear on our independence, and where applicable, the actions taken
or safeguards applied to eliminate independence threats.
From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the consolidated financial statements of the current period and
are therefore the key audit matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
172

OTHER LEGAL AND REGULATORY REQUIREMENTS
Report on the Assurance on the Electronic Rendering of the
Consolidated Financial Statements and the Combined Management
Report Prepared for Publication Purposes in Accordance with
Section 317 (3a) HGB
We have performed assurance work in accordance with Section 317 (3a) HGB to obtain reasonable
assurance about whether the rendering of the consolidated financial statements and the combined
management report (hereinafter the “ESEF documents”) contained in the electronic file “METRO ESEF
final-2024-09-30-de V6.zip” (SHA256-Hashwert:
8db75d559baf840c3f3a81ed0b4dfc699746ec381f02f0d509a706107151ee4b) made available and
prepared for publication purposes complies in all material respects with the requirements of
Section 328 (1) HGB for the electronic reporting format (“ESEF format”). In accordance with German
legal requirements, this assurance work extends only to the conversion of the information contained in
the consolidated financial statements and the combined management report into the ESEF format and
therefore relates neither to the information contained in these renderings nor to any other information
contained in the file identified above.
In our opinion, the rendering of the consolidated financial statements and the combined management
report contained in the electronic file made available, identified above and prepared for publication
purposes complies in all material respects with the requirements of Section 328 (1) HGB for the
electronic reporting format. Beyond this assurance opinion and our audit opinion on the accompanying
consolidated financial statements and the accompanying combined management report for the financial
year from 1 October 2023 to 30 September 2024 contained in the “Report on the Audit of the
Consolidated Financial Statements and the Combined Management Report” above, we do not express
any assurance opinion on the information contained within these renderings or on the other information
contained in the file identified above.
We conducted our assurance work on the rendering of the consolidated financial statements and the
combined management report contained in the file made available and identified above in accordance
with Section 317 (3a) HGB and the IDW Assurance Standard: Assurance Work on the Electronic
Rendering of Financial Statements and Management Reports Prepared for Publication Purposes in
Accordance with Section 317 (3a) HGB (IDW AsS 410 (06.2022)) and the International Standard on
Assurance Engagements 3000 (Revised). Our responsibility in accordance therewith is further described
below. Our audit firm applies the IDW Standard on Quality Management 1: Requirements for Quality
Management in Audit Firms (IDW QS 1).
The Company’s Management Board is responsible for the preparation of the ESEF documents including
the electronic rendering of the consolidated financial statements and the combined management report
in accordance with Section 328 (1) sentence 4 item 1 HGB and for the tagging of the consolidated
financial statements in accordance with Section 328 (1) sentence 4 item 2 HGB.
In addition, the Company’s Management Board is responsible for such internal control that they have
considered necessary to enable the preparation of ESEF documents that are free from material
intentional or unintentional non-compliance with the requirements of Section 328 (1) HGB for the
electronic reporting format.
The Supervisory Board is responsible for overseeing the process of preparing the ESEF documents as
part of the financial reporting process.
Our objective is to obtain reasonable assurance about whether the ESEF documents are free from
material intentional or unintentional non-compliance with the requirements of Section 328 (1) HGB. We
exercise professional judgement and maintain professional scepticism throughout the assurance work.
We also:
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
173

•
Identify and assess the risks of material intentional or unintentional non-compliance with the
requirements of Section 328 (1) HGB, design and perform assurance procedures responsive to those
risks, and obtain assurance evidence that is sufficient and appropriate to provide a basis for our
assurance opinion.
•
Obtain an understanding of internal control relevant to the assurance on the ESEF documents in
order to design assurance procedures that are appropriate in the circumstances, but not for the
purpose of expressing an assurance opinion on the effectiveness of these controls.
•
Evaluate the technical validity of the ESEF documents, i.e. whether the file made available containing
the ESEF documents meets the requirements of the Commission Delegated Regulation (EU) 2019/
815, as amended as at the reporting date, on the technical specification for this electronic file.
•
Evaluate whether the ESEF documents provide an XHTML rendering with content equivalent to the
audited consolidated financial statements and the audited combined management report.
•
Evaluate whether the tagging of the ESEF documents with Inline XBRL technology (iXBRL) in
accordance with the requirements of Articles 4 and 6 of the Commission Delegated Regulation (EU)
2019/815, as amended as at the reporting date, enables an appropriate and complete machine-
readable XBRL copy of the XHTML rendering.
Further Information pursuant to Article 10 of the EU Audit
Regulation
We were elected as group auditor at the Annual General Meeting on 7 February 2024. We were engaged
by the Supervisory Board on 26 March 2024. We have been the group auditor of METRO AG without
interruption since financial year 2016/2017.
We declare that the opinions expressed in this auditor’s report are consistent with the additional report
to the audit committee pursuant to Article 11 of the EU Audit Regulation (long-form audit report).
OTHER MATTER – USE OF THE AUDITOR’S REPORT
Our auditor’s report must always be read together with the audited consolidated financial statements
and the audited combined management report as well as the examined ESEF documents. The
consolidated financial statements and combined management report converted to the ESEF format –
including the versions to be entered in the German company register [Unternehmensregister] – are
merely electronic renderings of the audited consolidated financial statements and the audited combined
management report and do not take their place. In particular, the ESEF report and our assurance opinion
contained therein are to be used solely together with the examined ESEF documents made available in
electronic form.
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
174

GERMAN PUBLIC AUDITOR RESPONSIBLE FOR THE
ENGAGEMENT
The German Public Auditor responsible for the engagement is Michael Jessen.
Düsseldorf, 5 December 2024
KPMG AG
Wirtschaftsprüfungsgesellschaft
[Original German version signed by:]
Jessen
Wirtschaftsprüfer
[German Public Auditor]
Mehdi Zadegan
Wirtschaftsprüferin
[German Public Auditor]
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
175

To the METRO AG, Düsseldorf
We have performed a limited assurance engagement on the combined non-financial statement of the
METRO AG, Düsseldorf, and the METRO Group (hereinafter the “Company”), for the period from
1 October 2023 to 30 September 2024 included in the combined management report.
As disclosed in the section “global labour and social standards in the supply chain”, certifications on
manufacturing facilities of suppliers were conducted by external certification firms mandated by
METRO AG to ensure compliance with the environmental, social and health standards of the amfori
Business Social Compliance Initiative (BSCI) or equivalent standards. The appropriateness and accuracy
of the conclusions from the audit/certification work performed was not part of our assurance
procedures.
RESPONSIBILITIES OF MANAGEMENT
Management of the METRO AG is responsible for the preparation of the combined non-financial
statement in accordance with §§ 289c bis 289e HGB und § 315c in conjunction with §§ 289c to 289e HGB
and with Article 8 of REGULATION (EU) 2020/852 OF THE EUROPEAN PARLIAMENT AND OF THE
COUNCIL of 18 June 2020 on establishing a framework to facilitate sustainable investment and
amending Regulation (EU) 2019/2088 (hereinafter the “EU Taxonomy Regulation”) and the Delegated
Acts adopted thereunder, as well as for making their own interpretation of the wording and terms
contained in the EU Taxonomy Regulation and the delegated acts adopted thereunder as set out in
section “EU Taxonomy” of the combined non-financial statement.
This responsibility includes the selection and application of appropriate non-financial reporting methods
and making assumptions and estimates about individual non-financial disclosures that are reasonable in
the circumstances. Furthermore, management is responsible for such internal control as they consider
necessary to enable the preparation of a combined non-financial statement that is free from material
misstatement, whether due to fraud or error.
The EU Taxonomy Regulation and the Delegated Acts issued thereunder contain wording and terms that
are still subject to considerable interpretation uncertainties and for which clarifications have not yet
been published in every case. Therefore, management has disclosed their interpretation of the EU
Taxonomy Regulation and the Delegated Acts adopted thereunder in section “EU Taxonomy” of the
combined non-financial statement. They are responsible for the defensibility of this interpretation. Due
to the immanent risk that indeterminate legal terms may be interpreted differently, the legal conformity
of the interpretation is subject to uncertainties.
INDEPENDENT ASSUR-
ANCE PRACTITIONER'S
REPORT
28
Our engagement applied to the German version of the combined non-financial statement for the period from 1 October 2023 to
30 September 2024. This text is a translation of the Independent Assurance Report issued in German, whereas the German text is
authoritative.
28
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
176

INDEPENDENCE AND QUALITY ASSURANCE OF THE
ASSURANCE PRACTITIONER’S FIRM
We have complied with the independence and quality assurance requirements set out in the national
legal provisions and professional pronouncements, in particular the Professional Code for German Public
Auditors and Chartered Accountants (in Germany) and the IDW Standard on Quality Management 1:
Requirements for Quality Management in Audit Firms (IDW QMS 1 (09.2022)).
RESPONSIBILITY OF THE ASSURANCE PRACTITIONER
Our responsibility is to express a limited assurance conclusion on the combined non-financial statement
based on the assurance engagement we have performed.
We conducted our assurance engagement in accordance with the International Standard on Assurance
Engagements (ISAE) 3000 (Revised): “Assurance Engagements other than Audits or Reviews of
Historical Financial Information”, issued by IAASB. This standard requires that we plan and perform the
assurance engagement to obtain limited assurance about whether any matters have come to our
attention that cause us to believe that the combined non-financial statement of the Company are not
prepared, in all material respects, in accordance with §§ 289c bis 289e HGB und § 315c in conjunction
with §§ 289c to 289e HGB and with the EU Taxonomy Regulation and the Delegated Acts issued
thereunder as well as the interpretation by management disclosed in section “EU Taxonomy” of the
combined non-financial statement.
In a limited assurance engagement, the procedures performed are less extensive than in a reasonable
assurance engagement, and accordingly, a substantially lower level of assurance is obtained. The
selection of the assurance procedures is subject to the professional judgment of the assurance
practitioner.
In the course of our assurance engagement we have, among other things, performed the following
assurance procedures and other activities:
•
Inquiries of group-level personnel who are responsible for the materiality analysis in order to
understand the processes for determining material topics and respective reporting boundaries for
METRO AG
•
A risk analysis, including media research, to identify relevant information on METRO AG’s
sustainability performance in the reporting period
•
Evaluation of the design and the implementation of systems and processes for the collection,
processing and monitoring of disclosures, including data consolidation, on environmental, employee
and social matters, respect for human rights, and combating corruption and bribery
•
Inquiries of group-level personnel who are responsible for determining disclosures on concepts, due
diligence processes, results and risks, performing internal control functions and consolidating
disclosures
•
Inspection of selected internal and external documents
•
Analytical procedures for the evaluation of data and of the trends of quantitative disclosures as
reported at group level by all sites
•
Evaluation of local data collection, validation and reporting processes as well as the reliability of
reported data via a sampling survey at MAKRO Cash & Carry Polska S.A., Warswaw, Poland, and
MAKRO Distribution Mayorista, S.A.U., Madrid, SpainInquiries of responsible employees at Group
level to obtain an understanding of the approach to identify relevant economic activities in
accordance with EU Taxonomy
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes
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METRO ANNUAL REPORT 2023/24
177

•
Interviews with responsible employees at Group level to gain an understanding of the procedure for
identifying relevant economic activities in accordance with the EU taxonomy
•
Evaluation of the design and the implementation of systems and processes for the collection,
processing and monitoring of disclosures on turnover, capital expenditures and operating
expenditures for the taxonomy-relevant economic activities for the 6 environmental objectives
•
Assessment of data collection, validation and reporting processes and reliability of reported data for
the taxonomy-aligned economic activities in relation to the assurance on the Technical Screening
Criteria (substantial contribution for the environmental objective, DNSH criteria) and minimum
safeguards
•
Assessment of the overall presentation of the disclosures
In determining the disclosures in accordance with Article 8 of the EU Taxonomy Regulation, management
is required to interpret undefined legal terms. Due to the immanent risk that undefined legal terms may
be interpreted differently, the legal conformity of their interpretation and, accordingly, our assurance
engagement thereon are subject to uncertainties.
ASSURANCE OPINION
Based on the assurance procedures performed and the evidence obtained, nothing has come to our
attention that causes us to believe that the combined non-financial statement of METRO AG, Düsseldorf,
for the period from 1 October 2023 to 30 September 2024 has not been prepared, in all material
respects, in accordance with §§ 289c bis 289e HGB und § 315c in conjunction with §§ 289c to 289e HGB
and the EU Taxonomy Regulation and the Delegated Acts issued thereunder as well as the interpretation
by management as disclosed in section “EU Taxonomy” of the combined non-financial statement.
We do not express an opinion on the conclusions of the external certification firms mentioned in the
combined non-financial statement.
RESTRICTION OF USE
This assurance report is solely addressed to METRO AG, Düsseldorf.
Our assignment for METRO AG, Düsseldorf, and professional liability is governed by the General
Engagement Terms for Wirtschaftsprüfer (German Public Auditors) and
Wirtschaftsprüfungsgesellschaften (German Public Audit Firms) (Allgemeine Auftragsbedingungen für
Wirtschaftsprüferinnen, Wirtschaftsprüfer und Wirtschaftsprüfungsgesellschaften) in the version dated
January 1, 2024 (www.kpmg.de/AAB_2024_EN). By reading and using the information contained in this
assurance report, each recipient confirms having taken note of provisions of the General Engagement
Terms (including the limitation of our liability for negligence to EUR 4 million as stipulated in No. 9) and
accepts the validity of the attached General Engagement Terms with respect to us.
Duesseldorf, 5 December 2024
KPMG AG
Wirtschaftsprüfungsgesellschaft
[Original German version signed by:]
Stauder
Wirtschaftsprüfer
[German Public Auditor]
Hermanns
Wirtschaftsprüfer
[German Public Auditor]
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
178

5 February 2025
Q1 disclosure 2024/25
19 February 2025
Annual General Meeting 2025
15 May 2025
Half-year financial report H1/Q2 2024/25
28 July 2025
9M/Q3 disclosure 2024/25
FINANCIAL CALENDAR
2024/25
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
179

INFORMATION
Publisher
METRO AG
Metro-Straße 1
40235 Düsseldorf, Germany
PO Box 23 03 61
40089 Düsseldorf, Germany
METRO on the Internet
www.metroag.de
Investor Relations
T +49 211 6886-1280
F +49 211 6886-73-3759
investorrelations@metro.de
Corporate Communications
T +49 211 6886-4252
F +49 211 6886-2001
presse@metro.de
Project lead,
concept and editorial
Katharina Meisel
Project management
Viktoria Rous
Katrin Mingels
Concept, design and realisation (Online &
PDF)
nexxar GmbH, Wien
Photography
Henning Ross:
pp. 7, 10, 11, 13
Hartmut Nägele: Cover
Photo credits
METRO AG
Disclaimer
This annual report contains forward-looking statements that are based on certain assumptions
and expectations at the time of its publication. These statements are therefore subject to risks
and uncertainties, which means that actual results may differ substantially from the future-
oriented statements made here. Many of these risks and uncertainties relate to factors that are
beyond METRO’s ability to control or estimate precisely. This includes future market conditions
and economic developments, the behaviour of other market participants, the achievement of
expected synergy effects as well as legal and political decisions. METRO does not undertake
any obligation to publicly correct or update these forward-looking statements to reflect events
or circumstances that have occurred after the publication date of this material. The trade names
and trademarks used in the annual report, which may be protected by third parties, are subject
without restriction to the regulations associated with the applicable trademark laws and
ownership rights of their respective registered owners. The copyright for any published objects
created by METRO AG remains the property of METRO AG. Any duplication or use of such
graphics, video sequences and texts in other electronic or printed publications is prohibited
without the explicit permission of METRO AG.
Published on 10 December 2024
To our shareholders
Goals and strategy
Combined Management Report
Consolidated financial statements
Notes


METRO ANNUAL REPORT 2023/24
180

You can find the Annual Report 2023/24 online at
metroag.de/annual-report-2023-24