Audit Report on Annual Accounts issued by an Independent Auditor


PROSEGUR CASH, S.A.

Annual Accounts and Director’ Report for the year ended

December 31, 2021

Ernst & Young, S.L.

Calle de Raimundo Fernández Villaverde, 65 28003 Madrid

Tel: 902 365 456

Fax: 915 727 238

ey.com


AUDIT REPORT ON ANNUAL ACCOUNTS ISSUED BY AN INDEPENDENT AUDITOR

Translation of a report and annual accounts originally issued in Spanish. In the event of discrepancy, the Spanish-language version prevails


To the shareholders of PROSEGUR CASH, S.A.:


Report on the annual accounts


Opinion


We have audited the annual accounts of PROSEGUR CASH, S.A. (the Company), which comprise the balance sheet as at December 31, 2021, the income statement, the statement of changes in equity, the cash flow statement, and the notes thereto for the year then ended.


In our opinion, the accompanying annual accounts give a true and fair view, in all material respects, of the equity and financial position of the Company as at December 31, 2021 and of its financial performance and its cash flows for the year then ended in accordance with the applicable regulatory framework for financial information in Spain (identified in Note 2 to the accompanying annual accounts) and, specifically, the accounting principles and criteria contained therein.


Basis for opinion


We conducted our audit in accordance with prevailing audit regulations in Spain. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the annual accounts section of our report.


We are independent of the Company in accordance with the ethical requirements, including those related to independence, that are relevant to our audit of the annual accounts in Spain as required by prevailing audit regulations. In this regard, we have not provided non-audit services nor have any situations or circumstances arisen that might have compromised our mandatory independence in a manner prohibited by the aforementioned requirements.


We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Domicilio Social: C/ Raimundo Fernández Villaverde, 65. 28003 Madrid - Inscrita en el Registro Mercantil de Madrid, tomo 9.364 general, 8.130 de la sección 3ª del Libro de Sociedades, folio 68, hoja nº 87.690-1, inscripción 1ª. Madrid 9 de Marzo de 1.989. A member firm of Ernst & Young Global Limited.


Key audit matters


Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the annual accounts of the current period. These matters were addressed in the context of our audit of the annual accounts as a whole, and in forming our audit opinion thereon, and we do not provide a separate opinion on these matters.


Valuation of long-term investments in group and associated companies

Description As at December 31, 2021, the Company has recognized in non-current assets, investments in group companies and associates amounting to 1,272 million euros, representing 76% of total assets.

The Company assess, at least once a year, the existence of impairment indicators and performs the necessary valuation adjustments whenever there is objective evidence that the carrying amount of an investment will not be recoverable, being the amount of the adjustment, the difference between its carrying amount and the recoverable amount determined considering the value in use.

The determination of the recoverable amount requires complex estimations, which entails the application of judgements in establishing the assumptions considered by Company Management in relation to those estimates.

We have considered this a Key Audit Matter due to the significance of the amounts involved, and the inherent complexity of the estimation process in determining the recoverable amount of these investments.

Disclosures for the recognition and valuation criteria as well as the main assumptions used by Company Management in determining the impairment losses on long-term investments in group companies and associates, is included in Notes 2.e) and 8 of the accompanying annual accounts.


Our

Response In relation to this area, our audit procedures included, among others, the following:


Other information: director’s report


Other information refers exclusively to the 2021 directors’ report, the preparation of which is the responsibility of the Company’s directors and is not an integral part of the annual accounts.


Our audit opinion on the annual accounts does not cover the directors’ report. Our responsibility for the directors’ report, in conformity with prevailing audit regulations in Spain, entails:


  1. Checking only that certain information included in the Annual Corporate Governance Report and the Annual Report on Remuneration of Directors, to which the Audit Law refers, was provided as stipulated by applicable regulations and, if not, disclose this fact.


  2. Assessing and reporting on the consistency of the remaining information included in the directors’ report with the annual accounts, based on the knowledge of the entity obtained during the audit, in addition to evaluating and reporting on whether the content and presentation of this part of the management report are in conformity with applicable regulations. If, based on the work we have performed, we conclude that there are material misstatements, we are required to disclose this fact.


    Based on the work performed, as described above, we have verified that the information referred to in paragraph a) above is provided as stipulated by applicable regulations and that the remaining information contained in the directors’ report is consistent with that provided in the 2021 annual accounts and its content and presentation are in conformity with applicable regulations.


    Responsibilities of the directors and the audit committee for the annual accounts


    The directors are responsible for the preparation of the accompanying annual accounts so that they give a true and fair view of the equity, financial position and results of the Company, in accordance with the regulatory framework for financial information applicable to the Company in Spain, identified in Note 2.a) to the accompanying annual accounts, and for such internal control as they determine is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error.


    In preparing the annual accounts, the directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.


    The audit committee is responsible for overseeing the Company’s financial reporting process.


    Auditor’s responsibilities for the audit of the annual accounts


    Our objectives are to obtain reasonable assurance about whether the annual accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.


    Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with prevailing audit regulations in Spain will always detect a material misstatement when it exists. 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 annual accounts.


    As part of an audit in accordance with prevailing audit regulations in Spain, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:



    We communicate with the audit committee of the Company 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 the audit committee of the Company with a statement that we have complied with relevant ethical requirements, including those related to independence, and to communicate with them all matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.


    From the matters communicated with the audit committee of the Company, we determine those matters that were of most significance in the audit of the annual accounts 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.


    Report on other legal and regulatory requirements


    European single electronic format


    We have examined the digital file of the European single electronic format (ESEF) of PROSEGUR CASH, S.A. for the 2021 financial year, consisting of an XHTML file containing the financial statements for the year, which will form part of the annual financial report.


    The directors of PROSEGUR CASH, S.A. are responsible for submitting the annual financial report for the 2021 financial year, in accordance with the formatting requirements set out in Delegated Regulation EU 2019/815 of 17 December 2018 of the European Commission (hereinafter referred to as the ESEF Regulation). In this regard, the Annual Corporate Governance Report and the Annual Report on Remuneration of Directors have been included by reference in the directors’ report.


    Our responsibility consists of examining the digital file prepared by the directors of the Company, in accordance with prevailing audit regulations in Spain. These standards require that we plan and perform our audit procedures to obtain reasonable assurance about whether the contents of the financial statements included in the aforementioned digital file correspond in their entirety to those of the financial statements that we have audited, and whether the financial statements and the aforementioned file have been formatted, in all material respects, in accordance with the ESEF Regulation.


    In our opinion, the digital file examined corresponds in its entirety to the audited financial statements, which are presented, in all material respects, in accordance with the ESEF Regulation.


    Additional report to the audit committee


    The opinion expressed in this audit report is consistent with the additional report we issued to the audit committee on February 25, 2022.


    Term of engagement


    The ordinary general shareholders’ meeting held on June 3, 2019 appointed us as auditors for 3 years, commencing on December 31, 2020.


    ERNST & YOUNG, S.L.

    (Registered in the Official Register of Auditors under Nº S0530)


    (Signed on the original version in Spanish)


    David Ruiz-Roso Moyano

    (Registered in the Official Register of Auditors under Nº 18336)


    February 25, 2022

    (@ PROSEGUR

    CASH


    Annual Accounts and Directors' Report at 31

    December 2021

    (Free translation for the original in Spanish. In the event of discrepancy, the Spanish-language version prevails).


    Prosegur Cash, S.A.

    Table of contents


    I.

    INCOME STATEMENT FOR THE YEARS ENDED AT 31 DECEMBER 2021 AND 2020 ...............

    3

    II.

    BALANCE SHEET AT 31 DECEMBER 2021 AND 2020………………………………………………..

    4

    III.

    STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED 31 DECEMBER 2021 AND 2020 ...................................................................................................................................................


    6

    IV.

    STATEMENT OF CASH FLOWS FOR THE YEARS ENDED 31 DECEMBER 2021 AND 2020

    8

    V.

    NOTES TO THE ANNUAL ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2021………….

    9

    1.

    General Information.......................................................................................................................................................

    9

    2.

    Basis for Presentation ...................................................................................................................................................

    10

    3.

    Income and Expenses ..................................................................................................................................................

    13

    4.

    Net Finance profit/(loss)................................................................................................................................................

    15

    5.

    Profit/(loss) for the year.................................................................................................................................................

    16

    6.

    Intangible assets ............................................................................................................................................................

    18

    7.

    Property, Plant and Equipment ....................................................................................................................................

    20

    8.

    Long-term investments in Group companies, Jointly controlled companies and associates...........................

    22

    9.

    Financial assets .............................................................................................................................................................

    27

    10.

    Financial investments and trade receivables.............................................................................................................

    30

    11.

    Cash and cash equivalents ..........................................................................................................................................

    31

    12.

    Net Equity .......................................................................................................................................................................

    32

    13.

    Financial liabilities..........................................................................................................................................................

    36

    14.

    Financial debts and commercial creditors..................................................................................................................

    39

    15.

    Taxation...........................................................................................................................................................................

    43

    16.

    Contingencies.................................................................................................................................................................

    46

    17.

    Commitments .................................................................................................................................................................

    47

    18.

    Balances and transactions with related parties .........................................................................................................

    48

    19.

    Non-current provisions..................................................................................................................................................

    54

    20

    Remuneration of the Board of Directors and Senior Management Personnel......................................................

    55

    21.

    Employee Information ...................................................................................................................................................

    56

    22.

    Audit Fees.......................................................................................................................................................................

    57

    23.

    Environmental information............................................................................................................................................

    57

    24.

    Financial risk management ..........................................................................................................................................

    57

    25.

    Events after the reporting date ....................................................................................................................................

    60

    26.

    Accounting principles ....................................................................................................................................................

    60

    26.1.

    Intangible assets ...............................................................................................................................................................................

    60

    26.2.

    Property, Plant and Equipment .......................................................................................................................................................

    60

    26.3.

    Impairment losses on non-financial assets....................................................................................................................................

    61

    26.4.

    Financial assets ................................................................................................................................................................................

    62

    26.5.

    Cash and cash equivalents .............................................................................................................................................................

    65

    26.6.

    Net Equity ..........................................................................................................................................................................................

    65

    26.7.

    Financial liabilities .............................................................................................................................................................................

    66

    26.8.

    Current and deferred taxes..............................................................................................................................................................

    68

    26.9.

    Employee benefits ............................................................................................................................................................................

    68

    26.10.

    Provisions and Contingent Liabilities..............................................................................................................................................

    69

    26.11.

    Revenue recognition.........................................................................................................................................................................

    70

    26.12.

    Foreign currency transactions .........................................................................................................................................................

    72

    26.13.

    Related party transactions ...............................................................................................................................................................

    72

    26.14

    Leases................................................................................................................................................................................................

    72

    26.15

    Business combinations ....................................................................................................................................................................

    72

    VI.

    DIRECTORS´ REPORT FOR 2021 ............................................................................................................

    74

    1. INCOME STATEMENT FOR THE YEARS ENDED AT 31 DECEMBER 2021 AND 2020


      (Expressed in thousands of EUR)









      Note


      2021


      2020


      Revenue



      3



      79,162



      332,850

      Dividend received




      64,000


      317,994

      Loan interest income




      2,432


      1,022

      Provision of services




      12,730


      13,834

      Material costs




      (2)


      (1)

      Consumption of raw materials and other consumables




      (2)


      (1)

      Personnel Expenses


      3


      (7,933)


      (5,131)

      Wages, salaries and similar charges




      (7,099)


      (4,223)

      Social security obligations




      (834)


      (908)

      Other operating expenses




      (11,840)


      (10,459)

      External services


      3


      (10,352)


      (8,548)

      Taxes




      (12)


      (113)

      Losses, impairment and changes in commercial provisions




      15


      Other ordinary expenses


      3


      (1,491)


      (1,798)

      Fixed assets deterioration


      6, 7


      (3,800)


      (4,698)

      Impairment and profit/(loss) for disposal of fixed assets




      (46)


      (161)

      Profit/(losses) on disposals and other operations


      7


      (46)


      (161)

      Impairment and profit/(losses) on disposal of financial instruments


      8


      (12,943)


      Profit/(losses) on disposals and other operations




      (12,943)


      Other profit/(loss)


      3


      1,956


      (1,795)








      OPERATING PROFIT/(LOSS)




      44,554


      310,605

      Financial income


      4


      32


      10

      Negotiable securities and other financial instruments




      32


      10

      Financial expense


      4


      (16,206)


      (15,013)

      From payables to Group companies and associates




      (4,139)


      (2,559)

      From payables to third parties




      (12,067)


      (12,454)

      Exchange differences


      4


      107


      (68)

      FINANCE PROFIT/(LOSS)




      (16,067)


      (15,071)

      PROFIT BEFORE TAX




      28,487


      295,534

      Income tax


      15


      5,113


      6,461

      PROFIT/(LOSS) FOR THE YEAR


      5


      33,600


      301,995


      The accompanying notes form an integral part of the Annual Accounts for 2021.

    2. BALANCE SHEET AT 31 DECEMBER 2021 AND 2020


      (Expressed in thousands of EUR)







      ASSETS


      Note


      2021


      2020

      NON-CURRENT ASSETS




      1,287,237


      1,299,226

      Intangible assets


      6


      7,474


      7,636

      Patents, licences, trademarks and others




      213


      435

      Computer software




      2,781


      5,678

      Other intangible assets




      4,480


      1,523

      Property, Plant and Equipment


      7


      2,075


      2,281

      Technical facilities and other property, plant and equipment




      2,071


      2,281

      Work in progress and advances




      4


      Long-term investments in Group companies and associates


      8


      1,271,775


      1,288,396

      Equity instrument


      8


      1,271,582


      1,288,396

      Loans to companies


      9, 18


      193


      Long-term financial investments


      9


      4,543


      112

      Loans to third parties




      4,431


      Other financial assets




      112


      112

      Deferred tax assets


      15


      1,370


      801

      CURRENT ASSETS




      381,984


      631,168

      Trade and other receivables




      16,166


      23,188

      Trade receivables


      9


      163


      Clients, Group companies and associates


      9, 18


      13,234


      19,393

      Miscellaneous receivables


      9


      341


      97

      Personnel


      9


      2


      Public entities, other receivables


      15


      2,426


      3,698

      Short-term investments in Group companies and associates


      9, 18


      354,291


      444,717

      Loans to companies


      9


      224,069


      220,575

      Other financial assets


      9


      130,222


      224,142

      Short-term financial investments


      9


      655


      Loans to companies




      655


      Short-term deferrals




      899


      1,316

      Cash and cash equivalents


      11


      9,973


      161,947

      Cash and other cash equivalents




      9,973


      161,947

      TOTAL ASSETS




      1,669,221



      1,930,394



      The accompanying notes form an integral part of the Annual Accounts for 2021.


      NET EQUITY AND LIABILITIES


      Note


      2021


      2020


      EQUITY





      325,444



      331,689

      Shareholders’ equity




      325,444


      331,689

      Subscribed share capital


      12


      30,459


      30,891

      Registered capital




      30,459


      30,891

      Share premium


      12


      33,134


      33,134

      Reserves


      12


      270,792


      43,858

      Legal and statutory reserves




      6,178


      6,178

      Other reserves




      264,614


      37,680

      (Own shares and equity holdings)


      12


      (14,282)


      (18,261)

      Profit/(loss) for the year


      5


      33,600


      301,995

      (Interim dividend)


      5


      (30,002)


      (59,928)

      Other net equity instruments


      12


      1,743



      NON-CURRENT LIABILITIES





      894,388



      1,040,420

      Non-current provisions


      19


      3,106


      2,406

      Obligations for long-term personnel benefits




      1,163


      611

      Other provisions




      1,943


      1,795

      Long-term debts


      13


      608,456


      755,188

      Debentures and other negotiable securities




      596,444


      595,576

      Debts with credit institutions





      155,000

      Other financial liabilities




      12,012


      4,612

      Long-term payables to Group companies and associates


      13, 18


      282,826


      282,826


      CURRENT LIABILITIES





      449,389



      558,285

      Short-term debts


      13


      81,172


      103,386

      Debentures and other negotiable securities




      7,471


      7,471

      Debts with credit institutions




      48,813


      77,112

      Other financial liabilities




      24,888


      18,803

      Short-term payables to Group companies and associates


      13, 18


      351,879


      443,672

      Trade and other payables




      16,338


      11,227

      Suppliers, Group companies and associates


      13, 18


      11,631


      6,511

      Sundry accounts payable


      13


      2,862


      2,833

      Personnel (salaries payable)


      13


      1,490


      1,506

      Public entities, other payables


      15


      355


      377

      TOTAL EQUITY AND LIABILITIES




      1,669,221



      1,930,394



      The accompanying notes form an integral part of the Annual Accounts for 2021.

    3. STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED 31 DECEMBER 2021 AND 2020


      1. STATEMENT OF COMPREHENSIVE INCOME


        (Expressed in thousands of EUR)







        Note


        2021


        2020


        Profit/(losses) in the income statement


        5



        33,600



        301,995

        Total comprehensive income and expenses



        33,600



        301,995



        The accompanying notes form an integral part of the Annual Accounts for 2021.


      2. STATEMENT OF TOTAL CHANGES IN EQUITY


        (Expressed in thousands of EUR)


        Share capital

        Subscribed


        premium

        Share Reserves


        (Own shares and equity holdings)



        Profit/(loss) for the year



        (Interim dividend)


        Other net equity instruments


        TOTAL


        BALANCE AT YEAR END 2019

        Recognised income and expense Operations with partners or owners

        Capital increases

        Operations with own stocks or shares (net) Distribution of profit

        Interim dividend

        BALANCE AT YEAR END 2020

        Total comprehensive income and expenses Operations with partners or owners

        (-) Capital reductions

        Operations with own stocks or shares (net) Distribution of profit

        Other operations with partners or owners Interim dividend

        Other changes in equity.

        Other changes

        Employee share incentives

        BALANCE AT YEAR END 2021

        (Note 12) (Note 12) (Note 12) (Note 12) (Note 5) (Note 5) (Note 12)


        30,000



        41,771


        (1,546)


        89,485


        (87,150)


        72,560





        301,995



        301,995

        891


        33,134


        2,087


        (16,715)


        (89,485)


        27,222


        (42,866)

        891


        33,134






        34,025



        (248)


        (16,715)




        (16,963)



        2,335



        (89,485)


        87,150







        (59,928)


        (59,928)

        30,891


        33,134


        43,858


        (18,261)


        301,995


        (59,928)


        331,689





        33,600



        33,600

        (432)



        225,874


        3,979


        (301,995)


        29,926


        (42,648)

        (432)



        (16,020)


        16,452






        (382)


        (12,473)




        (12,855)



        242,067



        (301,995)


        59,928




        209





        209






        (30,002)



        (30,002)



        1,060





        1,743

        2,803



        1,060





        1,060







        1,743

        1,743

        30,459


        33,134


        270,792


        (14,282)


        33,600


        (30,002)


        1,743

        325,444

        The accompanying notes form an integral part of the Annual Accounts for 2021.

    4. STATEMENT OF CASH FLOWS FOR THE YEARS ENDED 31 DECEMBER 2021 AND 2020


      (Expressed in thousands of EUR)







      Note


      2021


      2020

      Pre-tax financial year profit



      28,487


      295,534

      Adjustments made to profit/(loss)



      (30,459)


      (296,269)

      Fixed assets depreciation (+)

      6 y 7


      3,800


      4,698

      Impairment losses (+/-)



      (15)


      Change in provisions (+/-)



      700


      1,795

      Results from fixed asset disposals and sale

      6


      46


      161

      Result from disposals and sale of financial instruments (+/-)

      8


      12,943


      Financial income (-)

      4


      (32)


      (10)

      Dividend received (-)

      3


      (64,000)


      (317,994)

      Financial expenses (+)

      4


      16,206


      15,013

      Exchange differences (+/-)

      4


      (107)


      68

      Changes in current capital



      6,214


      (46,418)

      Clients and other receivables (+/-)



      7,037


      2,102

      Other current assets (+/-)



      (7,035)


      (11,722)

      Trade and other payables (+/-)



      6,503


      (35,475)

      Other non-current assets and liabilities (+/-)



      (291)


      (1,323)

      Other cash flows from operating activities



      160,481


      (2,485)

      Interest payments (-)



      (1,019)


      (14,895)

      Dividend collection (+)



      161,500


      12,400

      Interest received (+)




      10

      Cash flows from operating activities



      164,723


      (49,638)

      Payments for investments (-)



      (7,909)


      (156,347)

      Group companies and associates




      (151,563)

      Intangible assets

      6


      (3,250)


      (3,460)

      Property, Plant and Equipment

      7


      (228)


      (1,298)

      Other financial assets

      9


      (4,431)


      (26)

      Collections from disposal of investments (+)



      3,871


      32,980

      Group companies and associates



      3,871


      32,965

      Intangible assets




      15

      Cash flows from investing activities



      (4,038)


      (123,367)

      Collections and payments for equity instruments

      12


      (12,868)


      (10,780)

      Issue of equity instruments (+)


      1,562


      34,025

      Purchases of equity instruments (-)



      (14,048)


      (50,967)

      Sale of own equity instruments (+)



      (382)


      6,162

      Collections and payments for liability instruments



      (241,182)


      336,561

      Issue



      14,351


      336,561

      Debentures and similar securities (+)



      868


      Debts with credit institutions (+)




      155,000

      Loans to Group companies and associates (+)




      180,775

      Other payables (+)



      13,483


      786

      Repayment and amortisation of



      (255,533)


      Debts with credit institutions (-)



      (194,313)


      Loans to Group companies and associates (-)



      (61,220)


      Dividends payable and remunerations from other equity instruments



      (58,609)


      (31,811)

      Dividends (-)



      (58,609)


      (31,811)

      Cash flows from financing activities



      (312,659)


      293,970

      NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS



      (151,974)


      120,965

      Cash and equivalents at the beginning of the year

      11


      161,947


      40,982

      Cash and equivalents at the end of the year

      11


      9,973


      161,947

      The accompanying notes form an integral part of the Annual Accounts for 2021.

    5. NOTES TO THE ANNUAL ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2021

  1. General Information

    Prosegur Cash, S.A., (hereinafter, the Company or Prosegur Cash) is a company belonging to the Prosegur Group. It is the parent Company of a Group of companies in accordance with current legislation (hereinafter the Prosegur Cash Group). The registered offices of Prosegur Cash, S.A. are at Calle Santa Sabina number 8, Madrid (Spain). It was incorporated on 22 February 2016 and is registered in the Mercantile Register of Madrid, in volume 34,442, page 34, section 8, page number M-619528, entry 1.

    The Company is a subsidiary controlled by the Spanish company Prosegur Compañía de Seguridad,

    S.A. (hereinafter, Prosegur), which currently owns 57.30% of its shares, indirectly controlling another 21.98% via its 100%-owned investee Prosegur Assets Management, S.L.U., consolidating both the Company and its subsidiaries in its financial statements (hereinafter, Prosegur Group).

    On 17 March 2017, the Company shares began trading at EUR 2 per share in the Stock Exchanges of Madrid, Barcelona, Bilbao and Valencia via the Spanish Stock Exchange Interconnection System (SIBE). On 7 April 2017, the Green Shoe period of the stock market flotation ended, and the free float attained 27.50% of the share capital of the Company.

    The corporate purpose is described in Article 2 of its Articles of Association and is the following: Provision of cash-in-transit and cash management services, including the following activities:

    1. National and international transport services (by land, sea and air) of funds and other valuables (including jewellery, artworks, precious metals, electronic devices, voting ballots, legal evidence), including collection, transport, custody and deposit services;

    2. Processing and automation of cash (including counting, processing and packaging, as well as coin recycling, cash flow control and monitoring systems);

    3. Comprehensive ATM solutions (including planning, loading, monitoring, first- and second-tier maintenance and balancing);

    4. Cash planning and forecasting for financial institutions;

    5. Self-service cash machines – smart cash (including cash deposits, recycling services and dispensing of bank notes and coins, and payment of invoices); and


    The activities comprising the corporate purpose can also be performed indirectly by the Company, by means of the shareholding in other companies of an identical or similar corporate purpose. The main activity of the Company in 2021 corresponds to that of the group company holding, with its income coming from group companies, mainly relating to dividends and services.

    The Company’s statutory activity does not include activities expressly restricted by law to entities that comply with special requirements not met by the Company, particularly financial brokerage activities

    that are restricted by financial legislation governing collective investment undertakings and the securities market law and supplementary provisions applicable to collective investment undertakings.

    In accordance with generally accepted accounting standards, consolidated Annual Accounts must be prepared to present fairly the financial position of the Group Prosegur Cash, the results of operations and changes in its equity and cash flows.

    The Directors prepare the Consolidated Annual Accounts of the Group Prosegur Cash, in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and approved by the European Commission Regulations in force at 31 December 2021. The consolidated Annual Accounts were drawn up by the Board of Directors, together with these Individual Annual Accounts, on 22 February 2022 and are pending approval by the shareholders at their general meeting, after which they will be filed at the Mercantile Register of Madrid.

    The Consolidated Annual Accounts of Prosegur Cash, S.A. and its subsidiaries for 2021 present consolidated profit of EUR 33,055 thousand (EUR 15,630 thousand in 2020) and consolidated equity of EUR 77,201 thousand (EUR 80,235 thousand in 2020).


  2. Basis for Presentation

    1. Fair presentation


      The annual accounts have been prepared on the basis of the Company’s accounting records and are presented in accordance with corporate legislation in force and the standards set out in the General Chart of Accounts approved under Royal Decree 1514/2007 and in the amendments to the General Chart of Accounts established by Royal Decree 1159/2010, of 17 September, and Royal Decree 602/2016, of 2 December, and the amendment of Royal Decree 1/2021, of 12 January, and also the publication of 13 February 2021 of the Accounting and Audit Institute (ICAC) resolution under which the standards are established for the accounting, measurement and drawing up of annual accounts for the recognition of revenue from the delivery of goods and rendering of services, in order to reflect a true and fair image of the equity, financial situation and profit/(loss) of the Company, as well as the veracity of the cash flows shown in the cash flow statement.

    2. Comparative information

      For comparative purposes and for each item in the balance sheet, income statement, statement of changes in equity, cash flow statement and notes to the Annual Accounts, in addition to the figures for financial year 2021, the Annual Accounts show those pertaining to the previous year, those of 2020, approved by the Shareholders General Meeting at 03 June 2021.

      On 30 January 2021, Spanish Royal Decree 1/2021, of 12 January, was published amending the Spanish General Chart of Accounts approved by Royal Decree 1514/2007, of 16 November. Changes to the Spanish General Chart of Accounts are applicable to reporting periods commencing as of 1 January 2021, and focus on criteria for the recognition, measurement and breakdown of income and financial instruments, detailed as follows:

      • Financial instruments

        The changes caused have not had a relevant effect on these annual accounts and have only entailed the change in balance sheet nomenclature of the heading 'Held-for-sale financial assets' included in the Annual Accounts for the previous year, to the new heading 'Financial assets at fair value with changes in Equity'.

      • Revenue recognition

      The changes caused have not had a relevant effect on these Annual accounts, because Company revenue from its activity comes mainly from the collection of dividends from its investees.

    3. Functional currency

      The figures disclosed in the Annual Accounts are expressed in thousands of EUR, the Company’s functional and presentation currency.

    4. Going concern

      As of 31 December 2021, the Company has a positive working capital of EUR 67,405 thousand (EUR 72,883 thousand negative working capital at 31 December 2020). As indicated in Note 1, the Company is the parent of the Prosegur Cash Group and has the capacity to generate future cash flows via the management of its subsidiaries’ dividends. Additionally, as of 31 December 2021, the Group presents a consolidated result attributable to Prosegur Cash, S.A. as Parent Company of EUR 33,158 thousand (EUR 15,892 thousand at 31 December 2020). Finally, as indicated in Notes 20 and 23 of the Consolidated Annual Accounts of the Prosegur Cash Group, at 31 December 2021, the Group companies had available treasury of EUR 250,804 thousand and had been granted undrawn additional financing of EUR 479,930 thousand (EUR 401,773 thousand and EUR 274,199 thousand as of 31 December 2020, respectively).

      Taking these facts into consideration, the Company’s Directors have prepared these Annual Accounts following the going concern principle.

    5. Critical issues regarding the valuation and estimation of relevant uncertainties

    Preparation of the Annual Accounts requires the Company to make certain estimates and judgements concerning the future. These are evaluated constantly and based on historical experience and other factors, including expectations of future events that are considered reasonable under certain circumstances.

    Although estimates are calculated by the Company’s Directors based on the best information available at year end, future events may require changes to these estimates in subsequent years. Any effect on the balance sheet of adjustments to be made in subsequent years would be recognised prospectively.

    The estimates and judgements that present significant risk of a material adjustment to the carrying amounts of assets and liabilities in the subsequent reporting period are as follows:

    Investments in Group companies

    The Company carries out impairment testing on investments made in subsidiaries if there is any proof of value impairment. The calculation of impairment involves the comparison of the carrying amount of the investment with its recovery value, this being understood as the higher fair value less cost of sale and value in use. The Company generally uses cash flow discounting methods to calculate these values. Discounted cash flow calculations are based on four-year projections of the budgets approved by Management. The cash flows take into account past experience and represent Management’s best estimate of future market performance. Cash flows as of four years are extrapolated using individual growth rates. The key assumptions to determine the fair value less cost of sale and value in use include growth rates, weighted average rate of capital and tax rates.

    Determination of fair values

    Certain Prosegur accounting policies and details require the determination of fair values for assets and liabilities, financial as well as non-financial.

    In determining the fair value of an asset or liability, Prosegur uses observable market data to the greatest extent possible. Fair values are classified into different levels of fair value on the basis of the input data used in the measurement techniques, as follows:

    If such input data that are used to measure the fair value of an asset or liability may be classified into different levels of fair value, the fair value measurement is classified in its entirety into the same level of fair value, corresponding to the significant input data level for the complete measurement presented by the lower Level.

    Prosegur recognises transfers among levels of fair value at the end of the period in which the change has taken place.

    COVID-19


    Almost two years have passed since COVID-19 was declared a pandemic, and the Company observes that although the progress of vaccination is uneven in the places where it operates, the health restrictions that directly impact economic activity and trade have been gradually reduced.


    During the 2021 financial year, economic activity was gradually recovering, bringing several areas back to pre-pandemic business volumes.


    In this context, the Company continues to assess the impacts of COVID-19 on the Annual Accounts. As of 31 December 2021, they are as follows:


    1. Liquidity risk: During the 2020 financial year, COVID-19 caused liquidity tensions that gradually eased throughout 2021. For this reason, the Company has no disposed balances the line of credits associated with the syndicated financing facilities for the amount of EUR 300,000 thousand (Note 14).

    2. Risk of measurement of assets and liabilities on the balance sheet: Analysis of impairment indicators in stakes in Group companies (Note 8).

    3. Credit risk: The company has complied with the applicable Covenants at the end of 2020. (Note 14).

    4. Review of employee remuneration for long-term incentive plans, with a specific impact on the 18-20 Plan approved for the Cash Group Executive Chairman, Managing Director and Management (Note 3.b).

    5. Board of Directors analysis of exceptional circumstances that justify the resolved distribution of dividends, regardless of the situation of uncertainty caused by the COVID-19 pandemic (Note 5).

    6. Analysis of contractual clauses, as a measure to prevent potential additional impacts.

  3. Income and Expenses

    1. Revenue

      Details of revenue by category of activity and geographical area are as follows:


      Thousands of Euros


      National

      Rest of Europe

      Rest of the world

      Total


      2021


      2020


      2021


      2020


      2021


      2020


      2021


      2020

      Group companies and associates

      - Dividends received

      64,000


      317,994






      64,000


      317,994

      - Loan interest income

      1,506


      61


      129


      171


      797


      790


      2,432


      1,022

      - Provision of services

      938


      1,257



      (160)


      11,792


      12,737


      12,730


      13,834

      Total

      66,444


      319,312


      129


      11


      12,589


      13,527


      79,162


      332,850

      Dividend income and loan interest income were considered under this category, taking into account the condition of the holding company (Note 1).

      In the provision of services, income and expenses corresponding to centralised services and trademark assignment services were considered. The negative amounts for the services are due to payments for trademark assignment billing.

    2. Wages, salaries and similar charges

      The breakdown of personnel expenses in 2021 and 2020 is as follows:


      Thousands of Euros

      2021

      2020


      Wages and salaries

      7,099

      4,223

      Social security obligations

      834

      908

      Total

      7,933

      5,131

      The accrual of the long-term incentive associated with the 18-20 Plan, 21-23 Plan (Note 19) and the Retention Plan for the Executive President, Managing Director and the Management of Cash Group (Note 12) is included under the heading on wages and salaries.


      During 2021 the total impact of the incentives on the income statement was a greater expense of EUR 2,541 thousand and a reversal amounting to EUR 611 thousand (EUR 126 thousand in 2020 under the 2017 Plan).

      During 2020, with regard to the 2020 long-term incentive plan for the Managing Director and Management, because of the impact of the COVID-19 pandemic on the Company’s profits, the targets set for fulfilling the entire 2020 Plan are not expected to be reached. Consequently, the provision has been adjusted on the basis of a new target, showing a positive effect on the year’s income statements of EUR 1,082 thousand.

      The breakdown of Social security obligations in 2021 and 2020 are as follows:


      Thousands of Euros

      2021

      2020


      Social Security payable by the Company

      724

      663

      Other employee benefits expenses

      110

      245

      Total

      834

      908

    3. External services

      The breakdown of external services in 2021 and 2020 is as follows:


      Thousands of Euros


      2021


      2020

      Leases and levies

      836


      1,150

      Repairs and conservation

      1,765


      1,494

      Independent professional services

      5,433


      4,953

      Banking and similar services

      95


      143

      Advertising, publicity and public relations

      36


      398

      Supplies and others

      220


      143

      Other services

      1,967


      267

      Total

      10,352


      8,548

      The maintenance expense of the Company's software is included under Other repairs and conservation.

      The category of Independent professional services mainly includes the expenses for services of identification and capture of business opportunities, as well as IT technical assistance.

    4. Other ordinary expenses

      At 31 December 2021, the amount recorded under 'Other current operating expenses' is EUR 1,491 thousand (EUR 1,798 thousand at 31 December 2020), which mainly correspond to contributions made to Foundations and other ordinary expenses.

    5. Impairment and profit/(loss) for disposal of fixed assets

      In 2021, disposals took place under 'Technical facilities and other property, plant and equipment', leading to a loss of EUR 46 thousand (Note 7).

    6. Other profit/(loss)


    In 2021, 'Other profit/(loss)' mainly corresponds to revenue generated from the adjustment in payment of the debt for the purchase of shares in Transportadora Ecuatoriana de Valores TEVCOL Cia, Ltda.

    In 2020 the Company detected risks of different types which generated an accounting provision of EUR 1,795 thousand, recognised as Other profit/(loss).


  4. Net Finance Income

    The breakdown of financial income and expenses in 2021 and 2020 is as follows:


    Thousands of Euros


    2021


    2020

    Financial income

    32


    10

    Third parties

    32


    10

    Financial expense

    (16,206)


    (15,013)

    From payables to Group companies and associates (Note 18)

    (4,139)


    (2,559)

    From payables to third parties

    (12,067)


    (12,454)

    Exchange differences

    107


    (68)

    Net Finance Income

    (16,067)


    (15,071)


    The item from which the exchange difference comes is as follows:


    Thousands of Euros

    2021

    2020


    Loans to Group companies and associates

    107

    (68)


    107

    (68)

    The main exchange differences items are the following:


    Thousands of Euros


    Currency


    2021


    2020

    Current accounts

    US Dollar


    766


    (1,900)

    Current accounts with Group companies

    US Dollar


    (14)


    Suppliers

    US Dollar


    (41)


    (6)

    Other financial liabilities

    US Dollar


    (8)


    Group company acquisition

    Peruvian Sol


    (3)


    (180)

    Current accounts with Group companies

    Peruvian Sol


    222


    Loans to Group company

    Peruvian Sol


    (1,577)


    Current accounts

    South African Rand



    (409)

    Loans to Group company

    Australian Dollar


    581


    1,331

    Current accounts

    Australian Dollar


    (77)


    (311)

    Suppliers

    Australian Dollar


    (6)


    Group suppliers

    Australian Dollar


    (10)


    Group company acquisition

    Colombian Peso



    1,522

    Other financial liabilities

    Colombian Peso


    617


    Suppliers

    Philippine Peso



    Loans to Group company

    Philippine Peso


    74


    Other Group company loans

    Philippine Peso



    (80)

    Suppliers

    Argentine Peso


    102


    (35)

    Current accounts with Group companies

    Argentine Peso


    (97)


    Suppliers

    Pound


    (2)


    Other financial liabilities

    Uruguayan Peso


    (420)





    107


    (68)

  5. Profit/(loss) for the year

    1. Distribution of profit proposal

      On the date these Annual Accounts are authorised for issue, the Boards of Directors will propose to the Shareholders General Meeting that profit for the year be distributed as follows:


      Thousands of Euros

      2021



      2020

      Basis of allocation




      Profit and losses

      33,600


      301,995

      Total

      33,600


      301,995

      Allocation




      Legal reserve


      178

      Voluntary reserves

      3,598


      241,889

      Interim dividends

      30,002


      59,928

      Total

      33,600


      301,995

      In a meeting on 21 December 2021, the Board of Directors approved the distribution of a regular dividend on account of the profits of 2021 of EUR 0.01970 gross per share, which implies a maximum total dividend of EUR 30,002 thousand (considering that the current share capital is divided into 1,523 million shares). This dividend will be distributed to shareholders as four payments, in January, April, July and October 2022. Each payment is calculated as EUR 0.0049250 per outstanding share at the payment date.

      At 31 December 2021 there is an outstanding debt for dividends payable in 2021 in an amount of EUR 30,002 thousand, which is recorded under current liabilities in short-term payables in an amount of EUR 7,507 thousand and under payables to group companies and associates in an amount of EUR 22,495 thousand.

      The maximum amount represented by own shares at each payment date, and therefore not distributed, will be transferred to voluntary reserves.

      Nevertheless, if the number of shares changes , between two payment dates as a result of a share capital increase or reduction, the total maximum amount of the dividend at each payment date (EUR 7,501 thousand) should be divided by the new number of outstanding shares that corresponds following the aforementioned increase or reduction.

      In a meeting on 16 December 2020, the Board of Directors approved the distribution of a regular dividend on account of the profits of 2020 of EUR 0.03880 gross per share, which implies a maximum total dividend of EUR 59,928 thousand (considering that the share capital was divided into 1,545 million shares). This dividend was distributed to shareholders through a monetary contribution, except for an amount of EUR 209 thousand that was allocated to reserves.

      As of 31 December 2020, a debt for dividends payable in 2021 is held for EUR 59,928 thousand, which is presented in current liabilities in other payables under the heading of Short-term debts for an amount of EUR 14,996 thousand and in the heading of payables to group companies and associates for EUR 44,932 thousand.

      The provisional accounting statement presented by the Board of Directors in accordance with the legal requirements that evidenced the lack of sufficient liquidity to pay the aforementioned interim dividend is set forth below:



      Thousands of


      2021

      1. Initial cash on hand (before the interim dividend)

      (50,563)

      2. Group current bank account balances

      (10,490)

      3. Current proceeds

      4. Temporary financial investments

      643

      5. Receipts for Capital and Extraordinary Transactions

      356,745

      6. Payments for Current Operations

      (3,882)

      7. Payments for Financial Transactions

      (1,430)

      8. Extraordinary Payments

      (221)

      Forecast Cash

      290,802

      Less dividend payments according to the proposal

      (30,002)

      Final cash after dividends

      260,800


      The Board of Directors, considering the situation of uncertainty caused by the COVID-19 pandemic and the resulting drop in profit during 2020 and 2021, has determined that exceptional circumstances exist that justify a distribution of dividends in the aforementioned amount.

    2. Dividend distribution restrictions

    Reserves and profit for the year are freely distributable except for the restrictions described in Note 12.

  6. Intangible assets

    The composition and movements in the accounts of intangible fixed assets were as follows:


    Thousands of Euros



    Licences


    Computer software


    Other intangible assets


    Total

    Cost









    Balance at 1 January 2020


    2,678


    12,876


    2,045


    17,599

    Additions


    151


    2,675


    634


    3,460

    Disposals


    (116)


    (407)



    (523)

    Transfers


    (150)


    274


    (124)


    Balance at 31 December 2020


    2,563


    15,418


    2,555


    20,536

    Additions



    7


    3,243


    3,250

    Transfers



    130


    (130)


    Balance at 31 December 2021


    2,563


    15,555


    5,668


    23,786

    Depreciation and amortisation









    Balance at 1 January 2020


    (1,067)


    (6,956)


    (879)


    (8,902)

    Depreciation and amortisation for the year


    (1,134)


    (3,098)


    (113)


    (4,345)

    Disposals


    33


    314



    347

    Transfers


    40



    (40)


    Balance at 31 December 2020


    (2,128)


    (9,740)


    (1,032)


    (12,900)

    Depreciation and amortisation for the year


    (222)


    (3,034)


    (156)


    (3,412)

    Balance at 31 December 2021


    (2,350)


    (12,774)


    (1,188)


    (16,312)

    Carrying amount









    At 31 December 2020


    435


    5,678


    1,523


    7,636

    At 31 December 2021


    213


    2,781


    4,480


    7,474


    1. Description of the main movements

      The most significant additions and transfers of intangible assets in 2021 were mainly with:


      • Computer applications: additions and development of computer applications such as Proyecto-BPM CASH-Flujo de Alta by Smart Cash for the amount of EUR 101 thousand, Proyecto Evolutivo 20 SOL for EUR 29 thousand. The remaining additions corresponded to the development of applications or projects and their implementation for EUR 7 thousand.

      • Another intangible fixed asset includes intangible fixed assets in process, mainly relating to: software application projects and DTI computer programme development among which we can mention Proyecto Evolutivo-21-SWITCHING-FECHA VALOR for the amount of EUR 443 thousand, Proyecto Evolutivo-21-INTEGRACIÓN DISPOSITIVOS CASH for EUR 434 thousand, Proyecto-Evolutivo-21-GAP for EUR 317 thousand, Proyecto-Evolutivo 21-QA CASH Innovación for EUR 270 thousand, the Business Flow Project for the Innovation platform for EUR 242 thousand, Proyecto-Evolutivo-21 APPS MÓVILES CASH for EUR 218 thousand, Proyecto Evolutivo-21-MIAGENCIA for EUR 205 thousand, Proyecto-Evolutivo-21- Centros de Efectivo for EUR 182 thousand. The rest of additions correspond to the development of applications or projects and their implantation amounting to EUR 932 thousand.

        The most significant additions to intangible assets in 2020 were mainly:

      • Computer software: transfers and development of computer software such as SWITCHING- DATE-VALUE for EUR 454 thousand, EVOL-20-MIAGENCIA for EUR 375 thousand, EVOL- 20-INTEGRATION CASH DEVICES for EUR 360 thousand, and others amounting to EUR 1,304 thousand. The remaining additions correspond to the development of applications or projects and their implementation.

      • Microsoft Software Licences: purchase of software licences for EUR 118 thousand.

      • Other intangible assets include Intangible assets in progress mainly relating to: computer software projects and IT developments, of which we can mention PR5667 PRY-Deployment PROFAT Colombia Cash for EUR 233 thousand, PR7083 PRY-EVOL-20-CASH ANALYTICS for EUR 64 thousand, PR6725 PRY-BPM CASH-Smart Cash Registration Flow for EUR 60 thousand, PR7359 PRY-Implementation of DevOps in applications in the field of Innovation for EUR 55 thousand. The rest corresponds to new projects and developments of applications amounting to EUR 90 thousand.


      No disposals in intangible assets were registered in 2021.

      The most significant reductions in intangible fixed assets in 2020 correspond to disposal of software due to disuse or obsolescence of EUR 407 thousand and cancellations of software licences amounting to EUR 116 thousand.

    2. Licences

      Details of licences at year end are as follows:


      Thousands of Euros


      2021


      Description and operation


      Expiry date


      Amortisation period


      Depreciation for the year


      Cost


      Accumulated amortisation


      Carrying amount

      Licences - Software

      2017

      1 years

      172

      172

      Licences - Software

      2020

      4 years

      1

      1,361

      1,361

      Licences - Software

      2021

      4 years

      42

      309

      309

      Licences - Software

      2022

      4 years

      102

      410

      367

      43

      Licences - Software

      2023

      4 years

      48

      193

      107

      86

      Licences - Software

      2024

      4 years

      29

      118

      34

      84




      222

      2,563

      2,350

      213


      Thousands of Euros

      2020


      Description and operation


      Expiry date


      Amortisation period


      Depreciation for the year


      Cost


      Accumulated amortisation


      Carrying amount

      Licences - Software

      2017

      1 years

      172

      172

      Licences - Software

      2020

      4 years

      686

      1,361

      1,361

      Licences - Software

      2021

      4 years

      189

      309

      267

      42

      Licences - Software

      2022

      4 years

      200

      410

      265

      145

      Licences - Software

      2023

      4 years

      54

      193

      58

      135

      Licences - Software

      2024

      4 years

      5

      118

      5

      113




      1,134

      2,563

      2,128

      435

    3. Fully amortised intangible assets

      The intangible assets fully amortised as of 31 December 2021 and 2020 are the following:


      Thousands of Euros

      2021

      2020


      Computer software

      6,973

      4,422

      Licences

      1,842

      1,536

      Other intangible assets

      491

      491


      9,306

      6,449

    4. Other information

    There were no purchases of intangible assets from Group companies in 2021 or 2020.

    At 31 December 2021 and 2020 the Company has no intangible fixed assets subject to title restrictions or pledged as security for liabilities.

  7. Property, Plant and Equipment

    The composition and movements of the accounts of property, plant and equipment were as follows:


    Thousands of Euros

    Technical installations and machinery

    Other install., equipment and furniture

    Other property, plant and equipment

    Work in progress and advances


    Total

    Cost






    Balance at 1 January 2020

    105

    1,072

    662

    1,839

    Additions

    924

    375

    1,299

    Disposals

    (74)

    (74)

    Balance at 31 December 2020

    105

    1,996

    963

    3,064

    Additions

    1

    198

    25

    4

    228

    Disposals

    (64)

    (64)

    Balance at 31 December 2021

    106

    2,130

    988

    4

    3,228

    Depreciation and amortisation






    Balance at 01 January 2020

    (24)

    (38)

    (442)

    (504)

    Depreciation and amortisation

    (13)

    (168)

    (172)

    (353)

    Disposals

    74

    74

    Balance at 31 December 2020

    (37)

    (206)

    (540)

    (783)

    Depreciation and amortisation

    (13)

    (199)

    (176)

    (388)

    Disposals

    18

    18

    Balance at 31 December 2021

    (50)

    (387)

    (716)

    (1,153)

    Carrying amount






    At 31 December 2020

    68

    1,790

    423

    2,281

    At 31 December 2021

    56

    1,743

    272

    4

    2,075


    1. Description of the main movements

      The most significant additions to property, plant and equipment in 2021 correspond to additions to facilities and renovation of the Calle San Máximo Building for EUR 198 thousand, additions to information processing equipment such as computers, screens and servers for EUR 22 thousand and additions of telephony for EUR 3 thousand.

      The most significant additions to property, plant and equipment in 2020 corresponded to additions to facilities and renovation of the Calle San Máximo Building for EUR 826 thousand, additions to furniture in the same building for EUR 97 thousand, additions to information processing equipment such as computers, screens, servers and hardware for teleworking for EUR 193 thousand and additions of radio link equipment for EUR 24 thousand.

      The most significant addition of property, plant and equipment in 2021 corresponds to the building of the Prosegur 3D Visits Showroom for EUR 4 thousand.

      There were no additions to property, plant and equipment in 2020.

      The most significant disposals of property, plant and equipment in 2021 correspond to disposals of additions of installations in the Doctor Esquerdo Building for EUR 64 thousand

      The most significant disposals of property, plant and equipment in 2020 corresponded to disposals of information processing equipment for EUR 74 thousand.

    2. Fully depreciated property, plant and equipment

      The items of property, plant and equipment fully depreciated at 31 December 2021 and 2020 are as follows:


      Thousands of Euros

      2021

      2020


      Technical installations and machinery

      4

      2

      Other property, plant and equipment

      369

      205


      373

      207

    3. Other information

      There were no purchases of property, plant and equipment from Group companies in 2021 nor in 2020.

      At 31 December 2021 and 2020 the Company has no property, plant and equipment subject to restrictions on title or pledged as security for liabilities.

      The Company has taken out insurance policies to cover the risk of damage to its property, plant and equipment. The coverage of these policies is considered sufficient.

    4. Assets under operating lease

    Lessee

    The Company rents offices and office equipment under non-cancellable operating leases.

    Operating lease payments have been recognised as an expense under other operating expenses, external services as follows (Note 3):


    Thousands of Euros

    2021



    2020

    Lease expenses

    836


    1,150


    836


    1,150

    Future minimum payments under non-cancellable operating leases are shown in Note 17.


  8. Long-term investments in Group companies, Jointly controlled companies and associates

    Details of the movements in investments in Group companies, jointly controlled companies and associates are as follows:


    Thousands of Euros

    Balance at 1 January

    2021


    2020

    Investments

    1,288,396


    1,169,798

    Additions

    58,386


    118,598

    Disposals

    (75,200)


    Balance at 31 December

    1,271,582


    1,288,396

    At 31 December 2021 and 2020 the Company has no property, plant and equipment subject to restrictions on title or pledged as security for liabilities.


    Thousands of Euros

    Company

    2021


    2020


    Prosegur Global CIT, S.L.U.


    932,575



    932,575

    Prosegur Global CIT ROW, S.L.U.

    223,841


    223,841

    Prosegur Avos España, S.L.


    75,200

    Prosegur Alpha3 Cashlabs, S.L.

    5,216


    5,216

    Corresponsales Colombia SAS

    15,325


    15,325

    Spike GmbH

    25


    25

    Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda.

    36,214


    36,214

    Nummi, S.A.

    58,343


    Prosegur Cash Servicios, S.A.C.

    42


    Zerius Europe, S.L.,

    1



    1,271,582


    1,288,396

    The following operations were carried out:

    1. Additions

      During 2021 and 2020, the operations were as follows:


      Thousands of Euros


      2021



      2020

      Prosegur Global CIT, S.L.U.

      (1)


      11,621

      Prosegur Global CIT ROW, S.L.U.

      (2)


      8,200

      Prosegur Avos España, S.L.

      (3)


      45,000

      Prosegur Alpha3 Cashlabs, S.L.

      (4)


      2,213

      Corresponsales Colombia SAS

      (5)


      15,325

      Spike GmbH

      (6)


      25

      Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda.

      (7)


      36,214

      Nummi, S.A.

      (8)

      58,343


      Prosegur Cash Servicios, S.A.C.

      (9)

      42


      Zerius Europe, S.L.,

      (10)

      1


      Total


      58,386


      118,598

      1. Prosegur Global CIT, S.L.U.

        • On 1 January 2020, the Company participated in the capital increase of the Prosegur Global CIT, S.L.U. by capitalising loan rights for an amount of EUR 11,621 thousand.

      2. Prosegur Global CIT ROW, S.L.U.

        • On 1 January 2020the Company participated in the capital increase of Prosegur Global CIT ROW, S.L.U., by capitalising loan rights for an amount of EUR 8,200 thousand.

      3. Prosegur Avos España, S.L.

        • On 1 January 2020, the Company participated in the capital increase of Spanish company Prosegur Avos España, S.L. by capitalising loan rights for an amount of EUR 45,000 thousand.

      4. Prosegur Alpha3 Cashlabs, S.L.

        • On 21 September 2020, the Company participated in the capital increase of the Spanish company Prosegur Alpha3 Cashlabs, S.L. by cash contribution in an amount of EUR 2,213 thousand.

      5. Corresponsales Colombia SAS

        • On 3 February 2020, the Company acquired shares in Corresponsales Colombia SAS, by monetary contribution, for an amount of EUR 15,325 thousand.

      6. Prosegur Spike GmbH

        • On 23 June 2020, the Company acquired 100% of the capital of Spike GmbH, by monetary contribution, for an amount of EUR 25 thousand.

      7. Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda.

        • On 31 January 2020, the Company acquired shares in Transportadora Ecuatoriana de Valores TEVCOL Cia, Ltda. for an amount of EUR 32,470 thousand.

        • On 31 January 2020, the Company acquired shares in Transportadora Ecuatoriana de Valores TEVSUR Cia Ltda. (taken over on 21 December 2020 by Transportadora Ecuatoriana de Valores TEVCOL Cia, Ltda.), for an amount of EUR 3,743 thousand.

      8. Nummi, S.A.

        • On 2 June 2021, the Company acquired shares in the company Nummi, S.A., for the amount of EUR 58,343 thousand.

      9. Prosegur Cash Servicios, S.A.C.


        • On 1 December 2021, Prosegur Cash Servicios, S.A.C. was incorporated. At 31 December 2020, the payment of called-up share capital in the amount of EUR 39 thousand remained outstanding. On 1 June 2021 a monetary contribution was made in the amount of EUR 39 thousand, as well as a new monetary contribution in the amount of EUR 3 thousand, maintaining the outstanding contribution of EUR 39 thousand.

      10. Zerius Europe, S.L.

        • On 1 July 2021, the Company acquired shares of the Zerius Europe, S.L. through a monetary contribution of EUR 1 thousand.


    2. Disposals

      During 2021 and 2020, the operations were as follows:


      Thousands of Euros



      2021


      2020

      Prosegur Avos España, S.L.

      (3)

      (75,200)


      Total


      (75,200)



      (3) Prosegur Avos España, S.L.


      • On 31 March 2021, Prosegur Cash sold to its parent company, Prosegur Compañía de Seguridad S.A., certain areas of the added value outsourcing processes and services business (AVOS) for financial institutions and insurance companies, as well as the associated technology. The transaction took place through the sale of 100% of Prosegur Avos España,

      S.L. for a price of EUR 62,257 thousand. That transaction generated losses in an amount of EUR 12,943 thousand which were recorded under 'Impairment and profit/(loss) on disposals of financial instruments'.


      The transaction is in response to the strategic decision, independently taken by the Company to better achieve its business goals, to crystallise the current value of the business sold, freeing up resources and investment capacity to focus on other priority growth opportunities.

      This business represents, approximately, 85% of the operating profit/(loss) of the global business of the Company in certain areas of activity, with the parties having agreed to jointly and in good faith analyse and explore the possibility of the Company selling to Prosegur Compañía de Seguridad, S.A. the rest of that business that it currently carries out in other countries, without there being any agreement on this.


      The transaction has been reviewed by the Company Audit Committee which has confirmed that it is fair and reasonable from the Company’s point of view and from the various Prosegur shareholders. For its part, KPMG has issued a fairness opinion for the Board of Directors of Prosegur Cash confirming that the aforementioned sales price is reasonable in financial terms for Prosegur Cash.


      In light of the above, to adapt the Framework Agreement on relations between Prosegur Compañía de Seguridad, S.A. and the Company of 17 February 2017 to the new reality in terms of the development of the aforementioned added value outsourcing processes and services business (AVOS) for financial institutions and insurance companies, the parties have signed a non-extinguishing modifying novation contract of the Framework Agreement.


    3. Impairment


      The Company annually evaluates the existence of indicators of impairment of the stakes in Group companies and estimates the recoverable value at the closing date of those entities for which there are signs of impairment. The impairment indicator was calculated by comparing the net carrying amount of the stake with the equity of the investee and the recoverable value of the entities with an impairment indicator was determined considering its value in use.

      Based on the analysis made, the Company did not record any valuation adjustments for stock impairment during 2021 and 2020.

    4. Investments in Group companies

    Below is the information relating to shares held in Group companies as of 31 December 2021 and 2020:


    2021




    Name

    Registered office

    Activity

    Shareholding

    Prosegur Global CIT, S.L.U.

    C/ Pajaritos, 24, Madrid - Spain

    Activity linked to the Cash business line

    100 %

    Prosegur Global CIT ROW, S.L.U.

    C/ Pajaritos, 24, Madrid - Spain

    Activity linked to the Cash business line

    100 %

    Prosegur Alpha3 Cashlabs, S.L.

    C/ Pajaritos, 24, Madrid - Spain

    Activity linked to the Cash business line

    93 %

    Prosegur Cash Servicios, S.A.C.

    Av. Morro Solar 1086 - Surco

    - Lima - Peru

    Activity linked to the Cash business line

    90 %

    Corresponsales Colombia SAS

    Calle 11 No. 31-89 Oficina 501 Medellín - Colombia

    Activity linked to the Cash business line

    100 %

    Spike GmbH

    Kokkolastrasse 5, 40882 Ratingen

    Activity linked to the Cash business line

    100 %

    Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda.

    Av. The press along with FAE

    N. 3558 Quito - Ecuador

    Activity linked to the Cash business line

    90 %


    Nummi, S.A.

    Avda. Gral. Fructuoso Rivera 2452 – Montevideo - Uruguay


    Activity linked to the Cash business line


    100 %


    Zerius Europe, S.L.,

    Paseo de la Castellana, 53, 1ª planta, puerta B, 28046, Madrid - Spain


    Activity linked to the Cash business line


    51 %


    2020




    Name

    Registered office

    Activity

    Shareholding


    Prosegur Global CIT, S.L.U.


    C/ Pajaritos, 24, Madrid - Spain


    Activity linked to the Cash business line


    100 %

    Prosegur Global CIT ROW, S.L.U.

    C/ Pajaritos, 24, Madrid - Spain

    Activity linked to the Cash business line

    100 %

    Prosegur Avos España, S.L.

    C/ Pajaritos, 24, Madrid - Spain

    Activity linked to the Cash business line

    100 %

    Prosegur Alpha3 Cashlabs, S.L.

    C/ Pajaritos, 24, Madrid - Spain

    Activity linked to the Cash business line

    93 %

    Prosegur Cash Servicios, S.A.C.

    Av. Morro Solar 1086 - Surco

    - Lima - Peru

    Activity linked to the Cash business line

    90 %

    Corresponsales Colombia SAS

    Calle 11 No. 31-89 Oficina 501 Medellín - Colombia

    Activity linked to the Cash business line

    100 %

    Spike GmbH

    Kokkolastrasse 5, 40882 Ratingen

    Activity linked to the Cash business line

    100 %

    Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda.

    Av. The press along with FAE

    N. 3558 Quito - Ecuador

    Activity linked to the Cash business line

    90 %

    The breakdown of the shareholders' equity as of 31 December 2021 of the investments in Group companies in which the Company holds 100% of the share capital is as follows:



    (Expressed in thousands of EUR)

    Share capital

    Shareholders’ Contributions

    Share premium


    Reserves

    Previous years’ profit/(loss)

    Profit/(loss) for the year


    Dividend

    Prosegur Global CIT, S.L.U.

    3

    168,672

    708,286

    109,007

    66,343

    (62,081)

    Prosegur Global CIT ROW, S.L.U.

    3

    47,200

    180,002

    1

    (59,190)

    (41,609)

    Prosegur Avos España, S.L.

    Prosegur Alpha3 Cashlabs, S.L.

    626

    4,986

    (228)

    (544)

    Prosegur Cash Servicios, S.A.C.

    942

    (107)

    Corresponsales Colombia SAS

    509

    156

    1,041

    426

    Spike GmbH

    25

    Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda.

    6,788

    2,720

    3,396

    Nummi, S.A.

    699

    4,959

    3,053

    Zerius Europe, S.L.,

    3


    The breakdown of the shareholders' equity as of 31 December 2020 of the investments in Group companies in which the Company holds 100% of the share capital is as follows:


    (Expressed in thousands of EUR)

    Share capital

    Shareholders’ Contributions

    Share premium


    Reserves

    Previous years’ profit/(loss)

    Profit/(loss) for the year


    Dividend


    Prosegur Global CIT, S.L.U.


    3


    168,672


    708,286


    109,099



    104,327


    (102,500)

    Prosegur Global CIT ROW, S.L.U.

    3

    47,200

    180,002

    1

    (59,190)

    Prosegur Avos España, S.L.

    3

    41,888

    2,600

    1,208

    13,613

    (12,400)

    Prosegur Alpha3 Cashlabs, S.L.

    626

    4,986

    (11)

    (213)

    Corresponsales Colombia SAS

    509

    156

    769

    350

    Spike GmbH

    25

    Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda.

    6,788

    784

    2,579


  9. Financial assets


    Thousands of Euros



    2021






    Credits and other


    Trade and other receivables


    Financial Investments



    Total

    Non-currents








    Financial assets at amortised cost

    4,624




    4,624

    Financial assets at cost



    112


    112


    4,624



    112


    4,736

    Current








    Financial assets at amortised cost

    224,724


    13,740


    130,222


    368,686


    224,724


    13,740


    130,222


    368,686

    Total

    229,348


    13,740


    130,334


    373,422


    Thousands of Euros



    2020






    Credits and other


    Trade and other receivables


    Financial Investments



    Total

    Non-currents








    Financial assets at amortised cost



    112


    112




    112


    112

    Current








    Financial assets at amortised cost

    220,575


    19,490


    224,142


    464,207


    220,575


    19,490


    224,142


    464,207

    Total

    220,575


    19,490


    224,254


    464,319

    The carrying amount of the financial assets valued at cost or at amortised cost is close to their fair value, given the non-significant effect of the discount.

    In 2021 a loan to third parties was recorded for the amount of EUR 4,431 thousand; that loan matures in 2023 with a single payment bearing interest until 16 December 2021 at the rate of 3.6% and from that date on, the interest will be 3.75%.

    On the other hand, 'Current financial assets at amortised cost' recorded third-party loans in an amount of EUR 655 thousand in 2021, accruing interest at 10.37%.

    At 31 December 2021 and 2020, the amount of EUR 112 thousand under 'Financial Investments' measured at cost corresponds to long-term guarantees.


    1. Classification of the financial assets by categories


      Thousands of Euros


      2021

      2020

      Financial assets at cost - non-current



      - Other financial assets

      112

      112

      Financial assets at amortised cost - non-current



      - Loans to Group companies (Note 18)

      193

      - Loans to third parties

      4,431


      4,736

      112

      Financial assets at amortised cost - current



      - Clients’ receivables for sales and services

      163

      - Loans to Group companies (Note 18)

      224,069

      220,575

      - Other financial assets with Group companies (Note 18)

      130,222

      224,142

      - Clients, Group companies and associates (Note 18)

      13,234

      19,393

      - Personnel

      2

      - Sundry Debtors

      341

      97

      - Loans to companies

      655


      368,686

      464,207

      Total

      373,422

      464,319

    2. Classification by maturities

    The classification of financial assets by maturities at 31 December 2021 is as follows:


    Thousands of Euros





    2021







    2022


    2023



    2024


    Subsequent years



    Total


    Financial Investments









    Loans to third parties

    4,431




    4,431

    Other financial assets



    112


    112


    4,431



    112


    4,543


    Investments in Group companies and associates:









    Loans to companies (Note 18)

    224,069

    111


    82



    224,262

    Other financial assets (Note 18)

    130,222




    130,222


    354,291

    111


    82



    354,484


    Trade and other receivables









    Clients from sales and other

    163




    163

    Clients, Group companies and associates (Note 18)

    13,234




    13,234

    Personnel

    2




    2

    Miscellaneous receivables

    341




    341

    Loans to Group companies and associates (Note

    655





    655


    14,395




    14,395

    Total

    368,686

    4,542


    82


    112


    373,422


    The classification of financial assets by maturities at 31 December 2020 is as follows:


    Thousands of Euros



    2020




    2021

    Subsequent years


    Total


    Long-term financial investments





    Other financial assets

    112


               112 


    112


    112

    Investments in Group companies and associates:





    Loans to companies (Note 18)

    220,575


    220,575

    Other financial assets (Note 18)

    224,142


           224,142  


    444,717


    444,717

    Trade and other receivables





    Clients, Group companies and associates (Note 18)

    19,393


    19,393

    Miscellaneous receivables

    97


                 97 


    19,490


    19,490

    Total

    464,207

    112


           464,319 


  10. Financial investments and trade receivables

    Short-term Loans to Group companies and associates

    Details of loans at 31 December 2021 are as follows:






    Thousands of Euros


    Type


    Currency


    Interest rate


    Maturity date


    Par value

    Group and associates





    MIV Gestión, S.A.

    EUR

    0.75%

    31 December 2022

    741

    Prosegur Global CIT, S.L.U.

    EUR

    0.75%

    31 December 2022

    103,311

    Prosegur Smart Cash Solutions, S.L.

    EUR

    0.75%

    31 December 2022

    1,006

    Prosegur International CIT 1, S.L.

    EUR

    0.75%

    31 December 2022

    900

    Inversiones CIT 2, S.L.U.

    EUR

    0.75%

    31 December 2022

    1,783

    Prosegur Global CIT ROW, S.L.U.

    EUR

    0.75%

    31 December 2022

    82,171

    Contesta Teleservicios, S.A.

    EUR

    0.75%

    31 December 2022

    Prosegur Colombia 1, S.L.U.

    EUR

    0.75%

    31 December 2022

    6,045

    Prosegur Colombia 2, S.L.U.

    EUR

    0.75%

    31 December 2022

    5,924

    Prosegur Servicios de Pago EP, S.L.U.

    EUR

    0.75%

    31 December 2022

    700

    Alpha3 Cashlabs, S.L.

    EUR

    0.75%

    31 December 2022

    8,083

    Prosegur Cash Services Germany GmbH

    EUR

    0.92%

    31 December 2022

    12,026

    Luxpai CIT SARL

    EUR

    0.92%

    31 December 2022

    378

    Armored Transport Plus Incorporated

    Philippine Peso

    8.97%

    31 December 2022

    871

    Prosegur Australia Investments PTY Limited

    Australian Dollar

    2.00%

    31 December 2022

    Prosegur Logistica e Tratamento de Valores Portugal S.A.

    EUR

    9

    Prosegur Smart Cash Solutions, S.L.U.

    EUR

    10

    Prosegur Brasil S/A Transportadora de Valores e

    Reals

    3

    G4S Colombia

    Colombian Peso

    3

    Pagafacil

    EUR

    35

    Compañía de Seguridad Prosegur, S.A.

    EUR

    6

    Prosegur Avos España, S.L.U.

    EUR

    8

    Prosegur Servicios de Efectivo España, S.L.U.

    EUR

    9

    Prosegur Transportadora de Caudales, S.A.

    Argentine Peso

    47

    Total




    224,069


    This balance includes credits generated by other equity instruments (Note 12).





    Details of loans at 31 December 2020 are as follows:







    Thousands of Euros


    Type


    Currency



    Interest rate


    Maturity date


    Par value

    Group and associates






    MIV Gestión, S.A.

    EUR


    0.50%

    31 December 2021

    372

    Prosegur Global CIT, S.L.U.

    EUR


    0.50%

    31 December 2021

    114,245

    Prosegur Smart Cash Solutions, S.L.

    EUR


    0.50%

    31 December 2021

    1,266

    Prosegur AVOS España, S.L.

    EUR


    0.50%

    31 December 2021

    1,417

    Prosegur International CIT 1, S.L.

    EUR


    0.50%

    31 December 2021

    134

    Inversiones CIT 2, S.L.U.

    EUR


    0.50%

    31 December 2021

    1,696

    Prosegur Global CIT ROW, S.L.U.

    EUR


    0.50%

    31 December 2021

    27,458

    Contesta Teleservicios, S.A.

    EUR


    0.50%

    31 December 2021

    631

    Prosegur Colombia 1, S.L.U.

    EUR


    0.50%

    31 December 2021

    6,045

    Prosegur Colombia 2, S.L.U.

    EUR


    0.50%

    31 December 2021

    5,925

    Prosegur Servicios de Pago EP, S.L.U.

    EUR


    0.50%

    31 December 2021

    626

    Prosegur Cash Services Germany GmbH

    EUR


    0.75%

    31 December 2021

    27,034

    Luxpai CIT SARL

    EUR


    0.75%

    31 December 2021

    375

    Armored Transport Plus Incorporated

    Philippine Peso


    7.35%

    31 December 2021

    3,410

    Prosegur Australia Investments PTY Limited

    Australian Dollar


    2.50%

    31 December 2021

    29,941

    Total





    220,575


    Other financial assets of the Group companies and associates

    Under this heading are the balances for the current accounts held with the different Group companies that include the payments and collections of the amounts to be paid/charged for the different services received/provided or other operations performed.


  11. Cash and cash equivalents

    Details of cash and cash equivalents at 31 December 2021 and 2020, are as follows:


    Thousands of Euros

    2021



    2020

    Cash and other cash equivalents

    9,973


    161,947

    Total

    9,973


    161,947

    Cash in hand and at banks essentially reflects cash at banks at each year end.

  12. Net Equity

    1. Share capital

      The Company was constituted by Prosegur Compañía de Seguridad, S.A. on 22 February 2016. The share capital of the Company was EUR 3 thousand, represented by 3,000 shares of EUR one par value each. The shareholdings were fully paid by Prosegur Compañía de Seguridad, S.A. through a monetary contribution.

      The Company, by virtue of the agreement reached by the Sole Shareholder on 6 May 2016, increased its share capital by EUR one by issuing 1 new share of EUR one par value through a non- monetary contribution of 100% of the shares of the Spanish Prosegur Global CIT ROW, S.L.U. This capital increase was created with a total share premium of EUR 176,641 thousand.

      Also by virtue of what was agreed upon by the Sole Shareholder on 26 July 2016, the Company increased its share capital by EUR 29,996,999 through the issuance of 29,996,999 new shares with a par value of EUR one, via a non-monetary contribution of 100% of the shares of the Spanish Prosegur Global CIT, S.L.U. This capital increase was made with a total share premium of EUR 733,907 thousand.

      On 21 September 2016, the Sole Shareholder agreed to turn the Company into a public limited company and replace the 30,000,000 participations with a par value of EUR one each for 300,000,000 new nominative shares with a par value of EUR 0.10 each, all of the new shares being attributed to Prosegur Compañía de Seguridad, S.A.

      On 30 November 2016 Prosegur Compañía de Seguridad, S.A. underwent a capital increase of the Spanish company Prosegur Assets Management, S.L.U. through the contribution of 49% of the shares of Prosegur Cash, S.A.

      On 19 December 2016, the Shareholders’ Meeting of the Company agreed to split each share of EUR 0.10 of par value into 5 shares of EUR 0.02 of par value, in such a way that the share capital became divided into 1,500,000,000 shares of EUR 0.02 of par value each. Likewise, it was agreed to transform the representation system of the Company shares from registered securities into book entries.

      Associated with the reinvestment programme of the third payment of the dividend, the capital increase agreed by the Board of Directors under item 9 of the agenda of the Shareholders General Meeting of the Company held on 6 February 2017 was executed on 3 July 2020. The increase was registered on 6 July 2020. The capital increase was charged against monetary contributions from the Company for an amount of EUR 421,159.06, through the issuance of 21,057,953 ordinary shares with a par value of 0.02 each and a share premium of EUR 16,381,508.08.


      On the other hand, on 5 October 2020 and associated with the reinvestment programme of the fourth dividend payment, the capital increase resolved by the Board of Directors under item 9 of the agenda of the Company's Shareholders General Meeting dated 6 February 2017 was executed. The increase was registered on 6 October 2020. The increase was charged against monetary contributions from the Company for a capital increase in the amount of EUR 469,560.52, through the issuance of 23,478,026 ordinary shares with a par value of 0.02 each and a share premium of EUR 16,752,173.86.


      As a result of the mentioned capital increases, article 6 of the Articles of Association of Prosegur Cash has been modified to reflect the new share capital figure.

      On 2 July 2021, the deed for the reduction of capital of Prosegur Cash was registered in the Mercantile Registry of Madrid, relating to the reduction of capital through the redemption of 21,589,296 own shares of the Company, each with a par value of EUR 0.02, thus reducing the share capital by EUR 431,786, from EUR 30,890,720 to EUR 30,458,934. The capital reduction was carried out without refund of contributions and was made against free reserves by provisioning an unavailable voluntary reserve for the same amount as the capital reduction (that is EUR 431,786), in accordance with article 335 c) of the Spanish Companies Act.

      This capital reduction of 2 July 2021 was approved by the Shareholders General Meeting of the Company held on 28 October 2020, under item thirteen of its agenda.

      At 31 December 2021, the share capital of the Company totals EUR 30,459 thousand (EUR 30,891 thousand in 2020) and is represented by 1,522,946,683 shares with a par value of EUR 0.02 each (1,544,535,979 shares in 2020), fully subscribed and paid. These shares are listed on the Madrid, Barcelona, Valencia and Bilbao Stock Markets and are traded via the Spanish Stock-Exchange Interconnection System (electronic trading system) (SIBE).

      These shares are freely transferable.

      At 31 December 2021 and 2020, the amount of the share premium totals EUR 33,134 thousand. Details of the Company’s shareholders are as follows:



      Number of shares



      Shareholders

      31 December 2021


      %

      Ms Helena Revoredo Delvecchio (1)

      1,207,408,506


      79.28 %

      Others

      315,538,177


      20.72 %

      Total

      1,522,946,683


      100.00 %


      (1) Investment through Prosegur Compañía de Seguridad, S.A.





    2. Own shares and equity holdings

      On 23 February 2021, the Company agreed to temporarily suspend the execution of the own share buyback programme of Prosegur Cash, S.A., which was approved by the Board of Directors of the Company on 3 June 2020.

      Additionally, under the agreement adopted by the Board of Directors of the Company on 23 February 2021, the Company has implemented a new own share buyback programme (the Programme) under the provisions of Regulation (EU) No. 596/2014 on market abuse and Commission Delegated Regulation (EU) 2016/1052 (the Regulations), making use of the authorisation granted by the Shareholders General Meeting held on 6 February 2017 for the purchase of own shares, in order to meet the commitments and obligations derived from the remuneration plans in shares for the Company’s executive directors and employees.


      The Programme had the following features:


      1. Maximum amount allocated to the Programme: EUR 28,000 thousand.


      2. Maximum number of shares that can be acquired: up to 14,000,000 shares representing approximately 0.91% of the Company’s share capital on the date of the agreement.

      3. Maximum price per share: shares will be purchased in compliance with the price and volume limits established in the Regulations. In particular, the Company cannot buy shares at a price higher than the highest of the following: (i) the price of the last independent trade; or (ii) that corresponding to the highest current independent bid on the trading venues where the purchase is carried out.


      4. Maximum volume per trading session: insofar as volume is concerned, the Company will not purchase more than 25% of the average daily volume of the shares in any one day on the trading venues on which the purchase is carried out.


      5. Duration: the Programme has a maximum duration of one year. Notwithstanding the above, the Company reserves the right to conclude the Programme if, prior to the end of said maximum term of one year, it had acquired the maximum number of shares authorised by the Board of Directors, if it had reached the maximum monetary amount of the Programme or if any other circumstances arise that call for it.


        The main manager of the programme is an investment company or a credit institution that takes its decisions in relation to the timing of the purchase of the Company’s shares irrespective of the Company.


        On 2 August 2021, Prosegur Cash, S.A. acquired a total of 14,000,000 shares representing approximately 0.92% of its share capital at that date, achieving the target of the Programme and therefore bringing the Programme to a close before the deadline set for its term.


        On 20 December 2021 the Board of Directors decided to implement an own share buyback programme in the terms of Regulation (EU) no. 596/2014 on market abuse and the Commission Delegated Regulation 2016/1052, making use of the authorisation granted by the Shareholders General Meeting held on 2 June 2021 for the purchase of own shares, for the purpose of redeeming them pursuant to a share capital reduction resolution which will be submitted for the approval of the next Shareholders General Meeting.

        The Programme has the following features:


        1. Maximum amount allocated to the Programme: EUR 15,000 thousand.


        2. Maximum number of shares that can be acquired: up to 22,844,200 shares representing approximately 1.5% of the Company’s share capital on the date of the agreement.


        3. Maximum price per share: shares were purchased in compliance with the price and volume limits established in the Regulations. In particular, the Company cannot buy shares at a price higher than the highest of the following: (i) the price of the last independent trade; or (ii) the highest current independent bid on the trading venues where the purchase is carried out.


        4. Duration: the Programme has a maximum duration of one year. Notwithstanding the above, the Company reserves the right to conclude the Programme if, prior to the end of said maximum term of one year, it had acquired the maximum number of shares authorised by the Board of Directors, if it had reached the maximum monetary amount of the Programme or if any other circumstances arise that call for it.


        The main manager of the programme is an investment company or a credit institution that takes its decisions in relation to the timing of the purchase of the Company’s shares irrespective of the Company.

        In addition, the majority shareholder of the Company, the entity Prosegur Compañía de Seguridad, S.A., and its 100%-owned investee, the company Prosegur Asset Management, S.A., holders of 79.2% of the share capital, have expressed their intention to not sell shares in Prosegur Cash during the coming months.


        2020 Share buyback programme


        The suspended programme which was approved by the Board of Directors of Prosegur Cash, S.A. on 3 June 2020, had the following conditions:


        The programme was put into effect under the provisions of Regulation (EU) no. 506/2014 on market abuse and the Commission Delegated Regulation 2016/1052, making use of the authorisation granted by the Shareholders General Meeting held on 6 February 2017 for the purchase of own shares, for the purpose of redeeming them pursuant to a share capital reduction resolution which will be submitted for the approval of the next Shareholders General Meeting.


        The Programme applied to a maximum of 45,000,000 shares, representing approximately 3% of Prosegur Cash’s share capital (1,500,000,000 shares at the time of the meeting of the Board of Directors of 3 June 2020).


        The Programme had the following features:


        1. Maximum amount allocated to the Programme: EUR 40,000 thousand.


        2. Maximum number of shares that can be acquired: up to 45,000,000 shares representing approximately 3% of the Company’s share capital.


        3. Maximum price per share: shares will be purchased in compliance with the price and volume limits established in the Regulations. In particular, the Company cannot buy shares at a price higher than the highest of the following: (i) the price of the last independent trade; or (ii) that corresponding to the highest current independent bid on the trading venues where the purchase is carried out.


        4. Maximum volume per trading session: in so far as volume is concerned, the Company did not purchase more than 25% of the average daily volume of the shares in any one day on the trading venues on which the purchase was carried out.

        5. Duration: the Programme has a maximum duration of one year. Notwithstanding the above, the Company reserves the right to conclude the Programme if, prior to the end of said maximum term of one year, it has acquired the maximum number of shares authorised by the Board of Directors, if it has reached the maximum monetary amount of the Programme or if any other circumstances arise that call for it.


        As a result of the implementation of the Programme, the operation of the liquidity contract which came into force on 11 July 2017 and that was signed by the Company was suspended.


        At 31 December 2021, the treasury stock held by Prosegur Cash, S.A. is composed of 18,198,819 shares (2020: 23,436,659 shares). At 31 December 2021, the liquidity agreement that entered into force on 11 July 2017 was temporarily suspended, treasury stock linked to that agreement amount to 1,141,932. In 2020 these came to 768,667 shares.

        Details of changes in own shares during the year are as follows:



        Number of shares


        Thousands of Euros

        Balance at 31 December 2020

        23,436,659


        18,261

        Purchase of own shares

        17,183,819


        13,337

        Sale of own shares

        (815,263)


        (851)

        Other awards

        (17,100)


        (13)

        Capital reduction

        (21,589,296)


        (16,452)

        Balance at 31 December 2021

        18,198,819


        14,282


        Prosegur Cash holds 1.19% (2020: 1.43%) of Treasury stock.

    3. Dividends

      Dividends distributed to Company shareholders are recognised as a liability in the Company's annual accounts in the year in which the dividends are approved by the Company's Shareholders General Meeting. Interim dividends will also be revealed as a liability in the Company's annual accounts in the year in which the interim payment is approved by the Board of Directors.

    4. Other net equity instruments


    The Retention Plan, which is linked to ensuring adequate talent retention and promoting the digital transformation of the Prosegur Group for 2021-2023, was approved in 2021. The plan envisages the payment of share incentives. In the vast majority of cases, the measures target achievement from 1 January 2021 until 31 December 2023 and length of service from 1 January 2021 until 31 October 2024. The first payment in shares will be in October 2022, the second in October 2023 and the final one in October 2024. The Prosegur Group recognises a straight-line expense in the income statement during the length of service of the Plan, as well as the corresponding increase in equity, based on the fair value of the shares committed when the Plan was granted. The fair value of the shares at the moment of the granting was EUR 0.695 per share.


    At 31 December 2021, the positive impact on retained earnings and other reserves of the equity was EUR 1,743 thousand.


    Quantification of the total incentive will depend on the degree of achievement of the targets established in line with the strategic plan.

  13. Financial liabilities


    Thousands of Euros


    2021

    Debentures and other negotiable securities



    Debts with credit institutions



    Debts with Group companies



    Trade and other payables



    Other financial liabilities



    Total

    Non-currents












    Financial liabilities at amortised cost (Note 14)

    596,444



    282,826



    12,012


    891,282


    596,444



    282,826



    12,012


    891,282


    Current












    Financial liabilities at amortised cost (Note 14)

    7,471


    48,813


    351,879


    15,983


    24,888


    449,034


    7,471


    48,813


    351,879


    15,983


    24,888


    449,034

    Total

    603,915


    48,813


    634,705


    15,983


    36,900


    1,340,316


    Thousands of Euros


    2020



    Debentures and other negotiable securities


    Debts with credit institutions


    Debts with Group companies


    Trade and other payables


    Other financial liabilities



    Total

    Non-currents












    Financial liabilities at amortised cost (Note 14)

    595,576


    155,000


    282,826



    4,612


    1,038,014


    595,576


    155,000


    282,826



    4,612


    1,038,014


    Current












    Financial liabilities at amortised cost (Note 14)

    7,471


    77,112


    443,672


    10,850


    18,803


    557,908


    7,471


    77,112


    443,672


    10,850


    18,803


    557,908

    Total

    603,047


    232,112


    726,498


    10,850


    23,415


    1,595,922

    Debentures and other negotiable securities

    On 4 December 2017, Prosegur Cash, S.A. issued uncovered bonds with a nominal amount of EUR 600,000 thousand, maturing on 4 February 2026. The issue was made in the Euromarket as part of the Euro Medium Term Note Programme. This issue will enable the deferment of maturities of part of the debt of Prosegur Cash and the diversification of funding sources. The bonds are traded on the secondary market, on the Irish Stock Exchange. They accrue an annual coupon of 1.38% payable at the end of each year.

    The carrying amount of the financial liabilities valued at cost or at amortised cost is close to their fair value, given the non-significant effect of the discount.

    a) Classification of financial liabilities by category

    The classification of financial liabilities at cost or amortised cost per category and class is as follows:


    Thousands of Euros


    2021


    2020

    Non-current




    - Debentures and other negotiable securities

    596,444


    595,576

    - Debts with credit institutions


    155,000

    - Payables to Group companies (Note 14, 18)

    282,826


    282,826

    - Other financial liabilities

    12,012


    4,612

    Total

    891,282


    1,038,014


    current




    - Debentures and other negotiable securities

    7,471


    7,471

    - Bank borrowings

    48,813


    77,112

    - Payables to Group companies (Note 14)

    351,879


    443,672

    - Sundry creditors (Note 14)

    15,983


    10,850

    - Other payables

    24,888


    18,803

    Total

    449,034


    557,908


    c) Classification by maturities

    The classification of financial liabilities by maturities at 31 December 2021 is as follows:


    Thousands of Euros

    2021

    Financial liabilities


    2022

    2023

    2024

    2025

    Subsequent years


    Total

    Debts with credit institutions

    48,813


    48,813

    Debentures and other negotiable securities

    7,471

    596,444


    603,915

    Other financial liabilities (Note 14)

    24,888

    12,012


    36,900

    Payables to Group companies and associates (Note 18)

    351,879

    282,826


    634,705

    Suppliers, Group companies and associates (Note 18)

    11,631


    11,631

    Sundry accounts payable

    2,862


    2,862

    Personnel (salaries payable)

    1,490


    1,490

    Total

    449,034

    12,012

    282,826

    596,444


    1,340,316


    The classification of financial liabilities by maturities at 31 December 2020 is as follows:


    Thousands of Euros


    2020


    Financial liabilities


    2021

    2022

    2023

    2024

    Subsequent years


    Total

    Debts with credit institutions

    77,112

    155,000


    232,112

    Debentures and other negotiable securities

    7,471

    595,576


    603,047

    Other financial liabilities (Note 14)

    18,803

    2,291

    1,287

    1,034


    23,415

    Payables to Group companies and associates (Note 18)

    443,672

    282,826


    726,498

    Suppliers, Group companies and associates (Note 18)

    6,511


    6,511

    Sundry accounts payable

    2,833


    2,833

    Personnel (salaries payable)

    1,506


    1,506

    Total

    557,909

    2,291

    1,287

    1,034

    1,033,402


    1,595,922

  14. Financial debts and commercial creditors

    1. Debts with credit institutions

      The current and non-current debts with credit institutions at 31 December 2021 are the following:


      Thousands of Euros


      2021





      Type


      Interest rate


      Maturity


      Par value


      Outstanding debt at 31/12/2021

      Bank borrowings

      Eur+margin

      24 March 2022

      15,000

      15,000

      Bank borrowings

      Eur+margin

      22 March 2022

      10,000

      10,000

      Bank borrowings

      Eur+margin

      10 March 2022

      15,000

      15,000

      Bank borrowings

      Eur+margin

      20 July 2022

      50,000

      8,813

      Total




               48,813  

      The current and non-current debts with credit institutions at 31 December 2020 are the following:


      Thousands of Euros


      2020





      Type


      Interest rate


      Maturity


      Par value

      Outstanding debt at 31/12/2020

      Bank borrowings

      Eur+margin

      15 April 2021

      40,000

      40,005

      Bank borrowings

      Eur+margin

      28 February 2025

      155,003

      155,003

      Bank borrowings

      Eur+margin

      12 October 2021

      15,000

      15,005

      Bank borrowings

      Eur+margin

      27 February 2021

      15,000

      15,000

      Credit facility

      Eur+margin

      10 May 2021

      10,000

      7


      Credit facility


      Eur+margin

      04 November

      2021


      15,000


      7,077

      Credit facility

      Eur+margin

      28 June 2021

      5,000

      6

      Credit facility

      Eur+margin

      31 July 2021

      3,000

      3

      Credit facility

      Eur+margin

      30 October 2021

      5,000

      Credit facility

      Eur+margin

      12 October 2021

      15,000


      Credit facility


      Eur+margin

      10 December

      2021


      5,000

      6

      Credit facility

      Eur+margin

      15 October 2021

      15,000

      Total




      232,112

      Syndicated credit financing facility

      On 10 February 2017, Prosegur Cash, S.A. arranged a five-year syndicated credit financing facility of EUR 300,000 thousand for a five-year term to afford the Company long-term liquidity. On 7 February 2019 this syndicated credit facility in the form of a loan was novated, and its maturity was extended by another 5 years. In February 2020 the maturity was extended until February 2025. Additionally, in February 2021, the maturity was extended again until February 2026. As of 31 December 2021, there were no available balance of this credit (as of 31 December 2020 there was EUR 155,000 thousand balance associated with this credit).

      The interest rate of the drawdowns under the syndicated credit financing facility is equal to Euribor plus an adjustable spread based on the Company’s rating.

      In addition, this financing has the guarantees granted by the following subsidiaries of Prosegur Cash, S.A.: Prosegur Brasil, S.A. Transportadora de Valores e Segurança (Brazil), Transportadora de Caudales Juncadella, S.A. (Argentina) and Compañía de Seguridad Prosegur, S.A. (Peru). This contract has the following obligatory covenant ratios:

      • The net financial debt/EBITDA ratio should be less than 3.5.

      • The EBITDA/finance costs ratio should be higher than 5.


      At the close of the year 2021 and 2020, the Company is in compliance with the aforementioned ratios.

    2. Debts with Group companies

      The breakdown of the debts as of 31 December 2021 is as follows (Note 18):


      Thousands of Euros

      Type


      Currenc y

      Interest rate

      Maturity

      Par value

      current

      Loans with group companies







      Transportadora de Caudales Juncadella, S.A.


      EUR

      0.75%

      31 December 2022


      164

      Prosegur Brasil S/A Transportadora de Valores e Segurança


      EUR

      0.75%

      31 December 2022


      48,277

      Compañia de Seguridad Prosegur, S.A.


      EUR

      0.75%

      31 December 2022


      61,578

      Prosegur Servicios de Efectivo España, S.L.U. (*)


      EUR

      0.75%

      31 December 2022


      12,844

      Armor Acquisition, S.A. (*)


      EUR

      0.75%

      31 December 2022


      3,385

      Juncadella Prosegur Internacional, S.A. (*)


      EUR

      0.75%

      31 December 2022


      152,876

      CASH Centroamerica Uno, S.L.U.


      EUR

      0.75%

      31 December 2022


      86

      CASH Centroamerica Tres, S.L.U.


      EUR

      0.75%

      31 December 2022


      46

      Prosegur Internationale Handels GmbH


      EUR

      5.00%

      31 December 2022


      367

      Pitco Reinsurance, S.A.


      EUR

      0.75%

      31 December 2022


      27,022







      306,645

      Other financial liabilities







      Prosegur Gestión de Activos, S.L.U. (**)


      EUR




      1

      Prosegur Global CIT, S.L.U. (**)


      EUR




      3,198

      Prosegur Smart Cash Solutions S.L.U. (**)


      EUR




      1

      Armor Acquisition, S.A. (**)


      EUR




      149

      Prosegur Colombia 1, S.L.U. (**)


      EUR




      3

      Prosegur Colombia 2, S.L.U. (**)


      EUR




      3

      Risk Management Solutions, S.L.U. (**)


      EUR




      1

      Transportadora Ecuatoriana de Valores TEVCOL Cia Ltda. (**)


      EUR




      28

      Prosegur Compañía de Seguridad, S.A. (**)


      EUR




      19,355







      22,739

      Short-term payables to Group companies and associates







      Prosegur Compañía de Seguridad, S.A.


      EUR




      15,992

      Prosegur Assets Management, S.A.


      EUR




      6,503







      22,495

      Long-term payables to Group companies and associates







      Armor Acquisition, S.A.


      EUR

      0.50%

      31 December 2025


      65,362

      Juncadella Prosegur Internacional, S.A.


      EUR

      0.50%

      31 December 2025


      217,464







      282,826

      Total






      634,705


      (*) These balances are a consequence of the daily sweeping of cash-pooling accounts (Note 24)

      (**) Balance corresponding to the current account held with the Company

      The breakdown of the debts as of 31 December 2020 is as follows (Note 18):


      Thousands of Euros

      Type


      Currency

      Interest rate

      Maturity

      Par value

      current

      Loans with group companies







      Transportadora de Caudales Juncadella, S.A.


      EUR

      0.50%

      31 December 2021

      30,089

      30,089

      Prosegur Brasil S/A Transportadora de Valores e Segurança


      EUR

      0.50%

      31 December 2021

      64,773

      64,773

      Prosegur Servicios de Efectivo España, S.L.U. (*)


      EUR

      0.50%

      31 December 2021

      10,528

      10,528

      Armor Acquisition, S.A. (*)


      EUR

      0.50%

      31 December 2021

      4,866

      4,866

      Juncadella Prosegur Internacional, S.A. (*)


      EUR

      0.50%

      31 December 2021

      152,898

      152,898

      Risk Management Solutions (*)


      EUR

      0.50%

      31 December 2021

      2,021

      2,021

      Integrum 2008, S.L.U. (*)


      EUR

      0.50%

      31 December 2021

      587

      587

      Bloggers Broker, S.L. (*)


      EUR

      0.50%

      31 December 2021

      901

      901

      Contesta Servicios Auxiliares, S.L. (*)


      EUR

      0.50%

      31 December 2021

      664

      664

      Prosegur Alpha3 Cashlabs, S.L. (*)


      EUR

      0.50%

      31 December 2021

      52

      52

      Compliofficer, S.L.U. (*)


      EUR

      0.50%

      31 December 2021

      115

      115

      Work 4 Data Lab, S.L. (*)


      EUR

      0.50%

      31 December 2021

      343

      343

      Pitco Reinsurance, S.A.


      EUR

      0.50%

      31 December 2021

      24,443

      24,443







      292,280

      Other financial liabilities







      Compañia de Seguridad Prosegur, S.A. (**)


      EUR


      31 December 2021

      6,644

      6,644

      Malcoff Holdings BV (**)


      EUR


      31 December 2021

      300

      300

      Prosegur Servicios de Efectivo España, S.L.U. (**)


      EUR


      31 December 2021

      8

      8

      Prosegur AVOS España, S.L. (**)


      EUR


      31 December 2021

      75

      75

      Prosegur Internationale Handels GmbH (**)


      EUR


      31 December 2021

      1,539

      1,539

      Prosegur Cash Services Germany GmbH (**)


      EUR


      31 December 2021

      3,371

      3,371

      Prosegur Global CIT, S.L.U. (**)


      EUR


      31 December 2021

      94,521

      94,521

      Contesta Servicios Auxiliares, S.L. (**)


      EUR


      31 December 2021

      1

      1

      Risk Management Solutions (**)


      EUR


      31 December 2021

      1

      1







      106,460

      Short-term payables to Group companies and associates







      Prosegur Compañía de Seguridad, S.A.


      EUR



      31,942

      31,942

      Prosegur Assets Management, S.A.


      EUR



      12,990

      12,990







      44,932

      Long-term payables to Group companies and associates







      Armor Acquisition, S.A.


      EUR

      0.50%

      31 December 2025

      65,362

      65,362

      Juncadella Prosegur Internacional, S.A.


      EUR

      0.50%

      31 December 2025

      217,464

      217,464







      282,826

      Total






      726,498


      (*) These balances are a consequence of the daily sweeping of cash-pooling accounts (Note 23)

      (**) Balance corresponding to the current account held with the Company

      Likewise, the heading ‘short-term payables to Group companies and associates’ recognises the amounts due for dividends.

    3. Trade payables

      The breakdown of balances with commercial creditors is as follows:


      Thousands of Euros

      2021

      2020

      current



      Suppliers, Group companies and associates (Note 18)

      11,631

      6,511

      Sundry accounts payable

      2,862

      2,833

      Personnel (salaries payable)

      1,490

      1,506

      Total

      15,983

      10,850

      The suppliers section contains the outstanding trademark billing.

      The fair value of the incentives referred to the share quotation price was estimated on the basis of Prosegur Cash’s share quotation price at the close of the period or at the payment time.

    4. Deferred payments to suppliers. Third additional provision. ‘Reporting Requirement’, of Act 15/2010 of 5 July

    The information required by the ‘Reporting Requirement’, third additional provision of Act 15/2010 of

    5 July (modified through the Final Provision Two of Act 31/2014, of 3 December) prepared in accordance with the ICAC Resolution of 29 January 2016, on the information to be included in the annual accounts report in relation to the average period of payment to suppliers in commercial operations is detailed below.



    2021

    2020

    Days

    Average payment period to suppliers

    47

    59

    Ratio of transactions paid

    47

    59

    Ratio of transactions pending payment

    43

    27

    Amount


    Thousands of Euros

    Total payments made

    11,773

    14,006

    Total payments pending

    737

    109

    For the exclusive purposes of providing the disclosures envisaged in this Resolution, suppliers are deemed as commercial creditors holding debts for the supply of goods or services, included under ‘Suppliers and other payables’ of current liabilities of the balance sheet.

    ‘Average payment period to suppliers’ is understood as the period between the delivery of the goods or the rendering of the services by the supplier and the material payment of the transaction.

    The maximum legal term of payment applicable to the companies in 2021 and 2020, according to Act 11/2013, of 26 July, is of 30 days (unless the conditions set forth in the Act allowing the maximum payment period to be raised to 60 days are fulfilled).

    During 2022, the Company will perform the appropriate actions to decrease its average payment period to suppliers in keeping with current legislation.


  15. Taxation

    Details of balances with public entities are as follows:


    Thousands of Euros


    2021



    2020



    Non-

    current


    Non-

    current


    Current



    Current


    Assets






    Deferred tax assets

    1,370


    801

    Value added tax and similar liabilities


    2,426



    3,698


    1,370

    2,426


    801

    3,698

    Liabilities






    Social Security

    99


    93

    Withholdings


    256



    284



    355



    377

    Prosegur Compañía de Seguridad, S.A., the majority shareholder of the Company is the parent company of a group that is taxed Corporate Income Tax under the fiscal consolidation regime in Spain. As well as Prosegur Compañía de Seguridad, S.A. as the parent, this consolidated tax group comprises the Spanish subsidiaries that meet the requirements set out in regulations governing consolidated taxation.

    Pursuant to tax legislation in force for 2016 and following years, the Company’s tax loss carryforwards may only be offset up to a maximum of 25% of taxable income prior to offset.

    On 27 November 2013, the Official State Gazette (BOE) published the modifications to the Corporate Income Tax Act, which establishes, among other aspects, the reduction over two years of the general Corporate Income Tax rate, which, as of 1 January 2016 was at 25%.

    Due to the different interpretations that could be made of the fiscal legislation in force, additional tax liabilities could arise in the event of inspection. In any event, the Directors of the Company do not consider that any such liabilities that could arise would have a significant effect on the consolidated annual accounts.

    Income tax

    The reconciliation of the accounting result and the corporate income tax carry forward is as follows:


    Thousands of Euros


    2021


    2020

    Account finance income before tax

    28,487


    295,534

    Permanent differences

    (47,193)


    (316,490)

    Timing differences:

    1,110


    953

    - Originating in the current period

    3,932


    2,718

    - Arising in previous years

    (2,822)


    (1,765)

    Taxable base for tax consolidation

    (17,596)


    (20,003)

    Tax rate

    25 %


    25 %

    Resulting tax payable

    (4,399)


    (5,001)

    Deductions:

    (4,484)


    (2,395)

    - Double taxation

    (3,670)


    (1,737)

    - Other deductions

    (444)


    (273)

    - Contributions made to Foundations

    (370)


    (385)

    Tax payable

    (8,883)


    (7,396)


    The permanent differences of the accounting profit for the year 2021 mainly correspond to items that do not have a tax deductible expense or taxable revenue, which are mainly: the exemption of dividends received from its subsidiary Prosegur Global CIT, S.L. for a negative amount of EUR 60,800 thousand (2020: EUR 63,894, 241,700 and 12,400 thousand for the subsidiaries Prosegur Global CIT, S.L., Global CIT ROW, S.L. and Prosegur AVOS España, SL.), a negative amount of EUR 410 thousand corresponding to tax paid abroad and which cannot benefit from the deduction for international double taxation (2020: EUR 282 thousand) contributions to foundations for a positive amount of EUR 1,059 thousand (2019: EUR 1,100 thousand) and losses on the sale of Prosegur AVOS for a positive amount of EUR 12,943 thousand.

    The main temporary difference adjustments to accounting profit originating in the year that are deductible in subsequent years are as follows:

    1. Positive:

      • Provision for personnel expenses, amounting to EUR 1,163 thousand (2020: EUR 611 thousand).

      • Other adjustments amounting to EUR 2,769 thousand corresponding to depreciations and provisions (2020: EUR 2,108 thousand).

    The main temporary difference adjustments to accounting profit originating in previous years are as follows:

    1. Positive:

      • Application for EUR 1 thousand (2020: EUR one thousand), corresponding to the reversal of the negative adjustment of items of fixed assets subject to the freedom to amortise for 2009, 2010 and 2011.

    2. Negative:

      • Reversal of provisions from previous years amounting to EUR 2,822 thousand (EUR 1,766 thousand in 2020).

    In financial year 2021, the deductions correspond to the deduction for international double taxation related to taxes paid abroad for various services amounting to EUR 3,670 thousand (2020: EUR 1,737 thousand), deduction in technological innovation for EUR 444 thousand (2020: EUR 273 thousand) and the deduction for donations to non-profit entities amounting to EUR 370 thousand (2020: EUR 385 thousand).

    The breakdown of the income tax expense of the income statement is as follows:


    Thousands of Euros


    2021


    2020

    Account finance income before tax

    28,487


    295,534

    Permanent differences

    (47,193)


    (316,490)

    Elimination of own shares transactions

    (1)


    (48)

    Taxable base

    (18,707)


    (21,004)

    Tax rate

    25 %


    25 %

    Resulting tax payable

    (4,677)


    (5,251)

    Deductions:

    (4,484)


    (2,395)

    - Double taxation

    (3,670)


    (1,737)

    - Contributions made to Foundations

    (370)


    (385)

    - Other deductions

    (444)


    (273)

    Expense (income) tax on profit

    (9,161)


    (7,646)

    Withholdings at source and other

    4,048


    1,185

    Final expense (income) tax on profit

    (5,113)


    (6,461)

    The corporate income tax expense is as follows:


    Thousands of Euros


    2021


    2020

    Current tax

    (8,883)


    (7,396)

    Elimination of own shares transactions


    (12)

    Deferred tax

    (278)


    (238)

    Adjustments from previous years

    4,048


    1,185


    (5,113)


    (6,461)

    On 28 November 2016, by agreement of the sole shareholder of the company Prosegur Cash, S.A., the company’s admission was approved to the special regime of the Entities for the Holding of Foreign Securities provided for in Act 27/2014, of 27 November, on Corporate Income Tax. This was duly communicated to the Administration in a timely manner.

    There were no restructuring operations during the 2020 and 2021 financial years.

    The difference in value in both cases derives from the accounting entries at consolidated value of the acquired assets.

    List of tax benefits of the transferring entity, with respect to which the entity must assume compliance with certain requirements in accordance with art. 84 LIS: Not taken

    Deferred taxes

    Tax assets and tax liabilities are offset when the Company currently has the legally enforceable right to offset the recognised amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

    Movement in deferred tax is as follows:


    2021


    Thousands of Euros





    Deferred tax assets

    Opening balance


    Other adjustments


    Disposals

    Additions


    Closing balance

    Intangible asset amortisation

    130


    16


    19


    165

    Other provisions

    671


    275


    (706)

    965


    1,205


    801


    291


    (706)

    984


    1,370


    2020



    Thousands of Euros





    Deferred tax assets

    Opening balance


    Other adjustments


    Disposals

    Additions


    Closing balance

    Intangible asset amortisation

    96


    16


    18


    130

    Other provisions

    439


    12


    (289)


    509


    671


    535


    28


    (289)

    527


    801


  16. Contingencies

    1. Contingent liabilities

      The Company has contingent liabilities from litigation arising in the ordinary course of business which are not expected to give rise to significant liabilities.

      The Company has contingent liabilities for bank and other guarantees related with its normal business operations that are not expected to give rise to any significant liabilities.

      Guarantees provided by the Company to third parties at year end are as follows:


      Thousands of Euros

      2021

      2020


      Commercial guarantees

      4,629

      616

      Financial guarantees

      37

      67


      4,666

      683

      Financial guarantees essentially include those relating to litigations in process.

    2. Contingent assets

      At 31 December 2021 and 2020 there are no contingent assets.

    3. National Commission on Markets and Competition

    On 22 April 2015, Spain’s National Commission on Markets and Competition (hereinafter, the CNMC) commenced disciplinary proceedings against Prosegur, Prosegur Servicios de Efectivo España,

    S.L.U. (currently a subsidiary of Prosegur Cash) and Loomis España, S.A. for alleged anticompetitive practices in accordance with European Union legislation. On 10 November 2016, the Competition Chamber of the CNMC ruled to fine Prosegur and its subsidiary EUR 39,420 thousand.

    On 13 January 2017 Prosegur announced it planned to file, in the National Court (Audiencia Nacional), a contentious-administrative appeal against said ruling and requested the adoption of an interim measure consisting of suspending payment of the fine imposed.

    On 13 February 2017, the National Court accepted the appeal proposed by Prosegur for processing, commencing the relevant proceedings, prior to formal filing of the appeal. On 6 September 2019, Prosegur filed the relevant appeal which at present remains pending resolution by the National Court in respect of the underlying matter.

    With regard to the request for the interim measure, on 31 March 2017, the National Court agreed to it and suspended execution of the CNMC resolution in particular concerning payment of the fine by Prosegur, on the condition that, within a maximum of two months, Prosegur should provide surety or any other guarantee in the amount of the fine. On 9 June 2017 Prosegur presented the National Court with a bank guarantee amounting to EUR 39,420 thousand.

    Prosegur will undertake solely and at its own expense the defence of Prosegur and Prosegur Servicios de Efectivo España, S.L. with regard to the disciplinary proceedings and the resolution by the Competition Chamber of the CNMC Council on 10 November 2016, with exclusive powers in respect of the supervision and control of said defence and of the contentious-administrative proceedings. Prosegur will hold Prosegur Cash and its subsidiary harmless from the potential negative economic effects of said proceedings in accordance with the agreements formalised.


  17. Commitments

    1. Purchase commitments for fixed assets

      At 31 December 2021, the commitments correspond mainly to the purchase of hardware and software development amounting to EUR 561 thousand (EUR 92 thousand at 31 December 2020).

    2. Operating lease commitments

    At 31 December 2021, the commitments correspond mainly to the rental of vehicles under non- cancellable operating leases amounting to EUR 115 thousand (EUR 100 thousand at 31 December 2020).

  18. Balances and transactions with related parties

    1. Related Party Balances

      The breakdown of the balances by categories is the following:


      Thousands of Euros




      2021





      Financial assets


      Financial liabilities



      current


      current


      Credits (Note 9)

      Debtors (Note 9)

                                

      Other financial

      assets (Note 9)  


      Debts (Note 13)

                           

      Suppliers (Note 13)

                              

      Group companies and associates






      Prosegur SIS España, S.L.


      (35)

      Prosegur Compañia de Seguridad, S.A.

      1

      30,026


      (35,346)

      (2,207)

      Prosegur Gestión de Activos, S.L.U.

      1


      (1)

      (5,227)

      MIV Gestión, S.A.

      741

      4


      Prosegur Ciberseguridad


      (158)

      Prosegur Assets Management, S.L.U.


      (6,503)

      Prosegur Global SIS, S.L.U.


      (1)

      Prosegur Servicios de Efectivo España, S.L.U.

      9

      96

      7


      (12,844)

      (83)

      Prosegur Global CIT, S.L.U.

      103,311

      5,936

      5,000


      (3,199)

      Prosegur Smart Cash Solutions, S.L.

      1,006

      8


      (1)

      Prosegur Avos España, S.L.U.

      8

      24


      (420)

      Armor Acquisition, S.A.


      (3,534)

      Juncadella Prosegur Internacional, S.A.

      93,787


      (152,877)

      (1,624)

      Prosegur International CIT 1, S.L.

      900

      6


      Prosegur International CIT 2, S.L.U.

      1,783

      13


      Prosegur Global CIT ROW, S.L.U.

      82,171

      2,517

      336


      (16)

      ESC Servicios Generales, S.L.U.


      (9)

      Contesta Teleservicios

      15

      1


      (1)

      Integrum 2008


      (1)

      Bloggers Brokers


      (1)

      Contesta Servicios Auxiliares

      1


      (2)

      Prosegur Colombia 1, S.L.U.

      6,045

      44


      (3)

      Prosegur Colombia 2, S.L.U.

      5,924

      43


      (3)

      Prosegur Servicios de Pago EP, S.L.U.

      700

      5


      Risk Management Solutions

      43

      1


      (5)

      Compliofficer, S.L.U.


      Work 4 Data Lab, S.L.


      (1)

      Prosegur Alpha3 Cashlab

      8,083

      28

      846


      Dinero Gelt, S.L.


      (1)

      CASH Centroamerica Uno, S.L.


      (86)

      Cash Centroamerica TRES


      (46)

      Garantis Sumarmas, S.L.


      Transportadora de Caudales Juncadella, S.A.

      2,313


      (164)

      (858)

      Grupo N, S.A.

      85


      VN Global BPO, S.A.

      125


      TSR Participacões

      27


      Log Cred Tecnologia Com

      14


      Prosegur Brasil S/A Transportadora de Valores e

      3


      (48,277)

      (618)

      Prosegur Brasil, S.A.


      G4S Colombia

      3


      Pagafacil

      35


      Compañia Transportadora


      (43)

      Prosegur Cash Servicios

      3


      Compañía de Seguridad Prosegur, S.A.

      6


      (61,578)

      Prosegur Cajeros, S.A.


      Prosegur Internationale Handels GmbH


      (367)

      Prosegur Cash Services Germany GmbH

      12,026


      SIS Cash Services Private Ltd.

      110


      Servicios Prosegur Ltda.


      (29)

      Prosegur Smart Cash Solutions, S.L.U.

      10






      Pitco Reinsurance, S.A.


      (27,022)

      Luxpai CIT SARL

      378

      2


      Prosegur Logistica e Tratamento de Valores Portugal S.A.

      9


      Armored Transport Plus Incorporated

      871

      112



      Transportadora Ecuatori




      (27)


      Singpai Pte. Ltd.





      (120)

      Consultoría de Negocios CCR Consulting Costa Rica, S.A.


      694




      Prosegur Transportadora de Caudales, S.A.

      47



      24



      Prosegur Smart Cash Sol


      143




      Prosegur Paraguay, S.A.


      825




      Prosegur Australia Hold



      190



      Prosegur Australia Pty Limited





      (172)

      Total

      224,069


      13,234


      130,222

      (351,879)


      (11,631)


      Thousands of Euros




      2020





      Financial assets


      Financial liabilities




      current


      current



      Credits (Note 9)


      Debtors (Note 9)

      Other financial assets (Note 13)



      Debts (Note 13)


      Suppliers (Note 13)

      Group Companies







      Prosegur SIS España, S.L.

      1

      211


      (36)

      Prosegur Compañia de Seguridad, S.A.

      1,535

      19,149


      (38,587)

      (1,344)

      Prosegur Gestión de Activos, S.L.U.

      1


      (400)

      MIV Gestión, S.A.

      373


      (1)

      Prosegur Ciberseguridad

      1


      Prosegur Assets Management, S.L.U.


      (12,990)

      Prosegur Global SIS, S.L.U.


      (1)

      Prosegur Servicios de Efectivo España, S.L.U.

      452


      (10,535)

      (21)

      Prosegur Global CIT, S.L.U.

      114,245

      102,500


      (94,521)

      Prosegur Smart Cash Solutions, S.L.

      1,266

      1


      Prosegur Avos España, S.L.U.

      1,417

      677


      (75)

      (1,057)

      Armor Acquisition, S.A.

      2,190


      (4,866)

      Juncadella Prosegur Internacional, S.A.

      93,731


      (152,898)

      Prosegur International CIT 1, S.L.

      134


      Prosegur International CIT 2, S.L.U.

      1,696


      Prosegur Global CIT ROW, S.L.U.

      27,458

      2,298

      13


      (4)

      ESC Servicios Generales, S.L.U.


      (14)

      Contesta Teleservicios

      631

      21


      Integrum 2008


      (587)

      Bloggers Brokers


      (902)

      Contesta Servicios Auxiliares


      (665)

      Prosegur Colombia 1, S.L.U.

      6,045

      3


      Prosegur Colombia 2, S.L.U.

      5,925

      3


      Prosegur Servicios de Pago EP, S.L.U.

      626


      Risk Management Solutions

      14


      (2,022)

      Compliofficer, S.L.U.

      5

      1


      (115)

      Work 4 Data Lab, S.L.

      1


      (343)

      Prosegur Alpha3 Cashlab

      2,245


      (52)

      Dinero Gelt, S.L.


      (2)

      CASH Centroamerica Uno, S.L.

      1


      Garantis Sumarmas, S.L.

      700


      Transportadora de Caudales Juncadella, S.A.

      8,663


      (30,088)

      (1,992)

      TSR Participacões


      Prosegur Brasil S/A Transportadora de Valores e

      5,092


      (64,773)

      (1,092)

      Prosegur Brasil, S.A.


      Compañia Transportadora


      (44)

      Compañía de Seguridad Prosegur, S.A.

      23


      Prosegur Cajeros, S.A.


      (2)


      Prosegur Internationale Handels GmbH




      (1,539)


      Prosegur Cash Services Germany GmbH

      27,034



      3,371


      (3,371)


      SIS Cash Services Private Ltd.


      81




      Servicios Prosegur Ltda.





      (29)

      Malcoff Holdings BV




      (300)


      Pitco Reinsurance, S.A.




      (24,443)


      Luxpai CIT SARL

      375


      2




      Prosegur Logistica e Tratamento de Valores Portugal S.A.





      (327)

      Armored Transport Plus Incorporated

      3,410





      Singpai Pte. Ltd.





      (36)

      Prosegur Australia Investments PTY Limited

      29,940





      Consultoría de Negocios CCR Consulting Costa Rica,


      483




      Prosegur Transportadora de Caudales, S.A.


      32


      22



      Prosegur Paraguay, S.A.


      12




      Prosegur Australia Pty Limited





      (109)

      Total

      220,575


      19,393


      224,142


      (443,672)


      (6,511)


      2021

        Financial assets  Non-current


      Credits (Note 9)

      Thousands of Euros

      Group companies and associates in Spain

      Prosegur Servicio de Ef

      10

      Prosegur Smart Cash Solutions, S.L.U.

      11

      Prosegur Avos España, S.L.U.

      8

      Prosegur Global CIT Row

      26

      Total Spain

      55

      Subsidiaries abroad


      Prosegur Brasil S.A. Tran

      3

      G4S Colombia

      4

      Pagafacil

      39

      Compañía de Seguridad P

      7

      Prosegur Cash Services

      20

      PROSEGUR LOGISTICA E TR

      10

      Prosegur Transportadora

      55

      Total Foreign

      138

      Total

      193

      Receivables and suppliers mostly reflect the outstanding balances relating to invoices for centralised services issued to and received from, respectively, the various Group companies.

      Financial assets - the loans correspond, on the one hand, to short-term loans delivered to Group companies within the framework of the centralised treasury management. These are denominated in EUR, accruing annual interest of 0.5% in Spain (0.5% in 2020), 0.75% in Germany (0.75% in 2020) and 0.75% in Luxembourg (0.75% in 2020). We also found short-term loans granted to subsidiaries in Australia in AUD and in Uruguay in EUR, accruing annual interest 2.25 % in Australia (2.5% in 2020) and 5.00 % in Uruguay (4.00% in 2020). Interest accrued amounted to EUR 2,432 thousand in 2021 (EUR 1,022 thousand in 2020).

      Financial assets - Long-term loans correspond to loans with group companies for the transaction recorded under 'Other net equity instruments'.

      Financial liabilities - the debts correspond, on the one hand, to short-term loans received from Group companies within the framework of the centralised treasury management. They are denominated mainly in EUR, accruing annual interest of 0.75% in Germany (0.75% in 2020). On the other hand we find short-term loans denominated in EUR granted by subsidiaries in Luxembourg accruing an interest rate of 0.75% to the Company; Argentina of 0.5%, Brazil of 0.75% and Chile of 0.5% (2020: 0.5% in Luxembourg, 0.5% in Argentina, 0.75% in Brazil and 0.5% in Chile). Interest accrued amounted to EUR 4,139 thousand in 2021 (EUR 2,560 thousand in 2020).

    2. Related Party Transactions

    The amounts of the Company’s transactions with related parties are the following:


    Thousands of Euros






    2021





    Revenue from dividends (Note 3)



    Financial income (Note 3)



    Provision of services (Note 3)


    Expenses from interest (Note 4)


    Services rendered

    Prosegur Soluciones Integrales de Seguridad España, S.L.U.



    7


    (201)

    Prosegur Compañia de Seguridad, S.A.



    1


    (15,859)

    Prosegur Gestión de Activos, S.L.U.



    7


    (47,432)

    MIV Gestión, S.A.


    4


    129


    Prosegur Servicios de Efectivo España, S.L.U.



    1,772


    (74)

    (349)

    Movistar Prosegur Alarmas, S.A.



    11


    (11)

    Prosegur Global CIT, S.L.U.

    64,000


    993


    41,176


    (49)

    Prosegur Smart Cash Solutions, S.L.U.


    8



    Prosegur Avos España, S.L.U.



    679


    (4)

    Armor Acquisition, S.A.




    (153)

    Juncadella Prosegur Internacional, S.A.




    (1,688)

    Prosegur International CIT 1, S.L.


    7



    Prosegur International


    13



    Prosegur Global CIT ROW, S.L.U.


    352


    18,434


    (13)

    (15)

    ESC Servicios Generales, S.L.U.




    (58)

    Contesta Teleservicios, S.A.


    1


    44


    1

    Integrum 2008, S.L.U.




    (1)

    Bloggers Broker, S.L.




    (1)

    Contesta Servicios Auxiliares, S.L.




    (1)

    Prosegur Colombia 1, S.L.U.


    45



    Prosegur Colombia 2, S.L.U.


    44



    Prosegur Servicios de Pago EP, S.L.U.


    5



    Risk Management Solutions, S.L.U.



    57


    (4)

    Prosegur Alpha3 Cashlabs, S.L.


    33



    Transportadora de Caudales Juncadella, S.A.



    9,438


    (164)

    Grupo N, S.A.



    85


    VN Global BPO, S.A.



    125


    Prosegur Serviços e Participações Societarias, S.A.



    27


    Log Cred Tecnologia Com



    14


    Prosegur Brasil S/A Transportadora de Valores e Segurança




    (475)

    (1,783)

    Compañia Transportadora de Valores Prosegur de Colombia,




    Consultoría de Negocios CCR Consulting Costa Rica, S.A.


    6


    210


    Compañía de Seguridad Prosegur, S.A.



    2,552


    (1,313)

    Prosegur Cajeros, S.A.



    28


    Prosegur Internationale Handels GmbH




    (2)

    Prosegur Cash Services Germany GmbH


    127



    SIS Cash Services Private Ltd.



    29


    Servicios Prosegur Ltda.



    980


    Pitco Reinsurance, S.A.




    (198)

    Luxpai CIT SARL


    3



    Prosegur Logistica e Tratamento de Valores Portugal S.A.



    160


    Armored Transport Plus Incorporated


    286



    Singpai Pte. Ltd.




    (596)

    Prosegur Smart Cash SOL



    143


    Prosegur Paraguay, S.A.



    826


    Prosegur Australia Holdings PTY Limited


    39



    Prosegur Australia Investments PTY Limited


    466



    Prosegur Australia Pty Limited




    (611)

    Total

    64,000


    2,432


    76,934


    (4,139)

    (66,915)


    Thousands of Euros






    2020





    Revenue from dividends (Note 3)


    Financial income (Note 3)


    Provision of services (Note 3)


    Expenses from interest (Note 4)



    Services rendered

    Prosegur Soluciones Integrales de Seguridad España, S.L.U.





    (188)

    Prosegur Compañia de Seguridad, S.A.





    (15,129)

    Prosegur Gestión de Activos, S.L.U.





    (39,028)

    MIV Gestión, S.A.




    (1)


    Prosegur Ciberseguridad, S.L.





    (5)

    Prosegur Servicios de Efectivo España, S.L.U.



    1,042


    (75)


    (81)

    Movistar Prosegur Alarmas, S.A.





    (1)

    Prosegur Global CIT, S.L.U.

    241,700


    4


    35,757


    (6)


    Prosegur Smart Cash Solutions, S.L.U.


    5




    Prosegur Avos España, S.L.U.

    12,400


    12


    1,022



    Armor Acquisition, S.A.




    (342)


    Juncadella Prosegur Internacional, S.A.




    (1,366)


    Prosegur International CIT 1, S.L.


    1




    Prosegur Global CIT ROW, S.L.U.

    63,894



    16,689


    (118)


    (1)

    ESC Servicios Generales, S.L.U.





    (44)

    Contesta Teleservicios, S.A.



    198


    (12)


    Integrum 2008, S.L.U.




    (4)


    Bloggers Broker, S.L.




    (2)


    Contesta Servicios Auxiliares, S.L.



    (218)


    (12)


    Prosegur Colombia 1, S.L.U.


    15




    Prosegur Colombia 2, S.L.U.


    15




    Prosegur Servicios de Pago EP, S.L.U.


    3




    Risk Management Solutions, S.L.U.



    (41)


    (6)


    Compliofficer, S.L.U.


    1


    4



    Work 4 Data Lab, S.L.


    5




    Prosegur Alpha3 Cashlabs, S.L.




    (3)


    Transportadora de Caudales Juncadella, S.A.



    7,103


    (145)


    124

    Prosegur Serviços e Participações Societarias, S.A.





    Prosegur Brasil S/A Transportadora de Valores e Segurança



    3,634


    (325)


    (1,819)

    Compañia Transportadora de Valores Prosegur de Colombia,



    (48)



    Consultoría de Negocios CCR Consulting Costa Rica, S.A.



    212



    Compañía de Seguridad Prosegur, S.A.



    2,473


    (11)


    Prosegur Cajeros, S.A.



    (2)



    Prosegur Gestión de Activos, S.A.





    (1)

    Prosegur Internationale Handels GmbH




    2


    Prosegur Cash Services Germany GmbH


    171




    SIS Cash Services Private Ltd.





    (5)

    Servicios Prosegur Ltda.



    901



    Empresa de Transportes Cia de Seguridad Chile Ltda.




    (13)


    Prosegur Seguridad Privada Logistica y Gestion de Efectivo S.A. de CV


    2




    Pitco Reinsurance, S.A.




    (120)


    Luxpai CIT SARL


    3




    Prosegur Logistica e Tratamento de Valores Portugal S.A.



    (160)



    Armored Transport Plus Incorporated


    273




    Singpai Pte. Ltd.





    (213)

    Prosegur Transportadora de Caudales, S.A.


    (35)




    32

    Prosegur Paraguay, S.A.



    865



    Prosegur Australia Investments PTY Limited


    547




    Prosegur Australia Pty Limited





    (734)

    Total

    317,994


    1,022


    69,431


    (2,559)


    (57,093)

    The most relevant transactions with related parties during the 2021 and 2020 are as follows:

    Interest income and borrowing costs reflect the amounts accrued on the aforementioned current loans extended to and by Group companies (Note 14).


  19. Non-current provisions

    Details of provisions and movement are as follows:


    Thousands of Euros


    Accruals with personnel


    Other provisions


    TOTAL


    Balance at 1 January 2020


    1,668





    1,668

    Transfers

    (123)



    (123)

    Provisions

    632


    1,795


    2,427

    Reversals

    (1,566)



    (1,566)

    Balance at 1 January 2021

    611


    1,795


    2,406

    Reversals

    (611)



    (605)

    Transfers


    142


    142

    Provisions

    1,163


    6


    1,163

    Balance at 31 December 2021

    1,163


    1,943


    3,106


    Provisions for accruals with staff include the accrued incentive that corresponds to the 18-20 Plan and the 21-23 Plan. During the year, provisions to profit/(loss) have been made for EUR 1,163 thousand and a reversal amounting to EUR 611 thousand.


    At 31 December 2020 provisions for accruals with staff corresponded to the 18-20 long-term incentive. The impact on the income statement was EUR 611 thousand of revenue as the targets set for fulfilling the entire 18-20 Plan were not met due to the COVID-19 pandemic and as a result the provision was adapted to a new liquidation.

    The 18-20 Plan is generally linked to the creation of value in the 2018-2020 period and envisages the payment of cash incentives, calculated for certain beneficiaries based on the share price. In the vast majority of cases, the Plan measures target achievement from 1 January 2018 until 31 December 2020 and length of service from 1 January 2018 until 31 May 2023.

    The 21-23 Plan is generally linked to the creation of value in the 2021-2023 period and envisages the payment of cash incentives, calculated for certain beneficiaries based on the share price. In the vast majority of cases, the Plan measures target achievement from 1 January 2021 until 31 December 2023 and length of service from 1 January 2021 until 31 May 2026.

    In both plans, for the purpose of determining the value in cash of each share to which the beneficiary is entitled, the average quotation price of the Prosegur Group shares on the Stock Exchange will be taken as reference during the last fifteen trading sessions of the month prior to the one in which the shares are awarded.


  20. Remuneration to the Board of Directors

    1. Remuneration of members of the board of directors

      The Board of Directors is understood to be the management group of the Company and is made up of persons elected by the Shareholders General Meeting to carry out the management, control, representation and management functions of the same.

      The members of the Board of Directors have received the following remuneration from the Company:


      Thousands of Euros

      2021

      2020


      Fixed remuneration

      1,570

      1,179

      Variable remuneration

      533

      483

      Per diems

      224

      166

      Total

      2,331

      1,832


    2. Remuneration of Senior Management personnel

      Senior management personnel are Company employees who hold, de facto or de jure, senior management positions reporting directly to the Board of Directors, executive committees or Executive directors on the Board, including those with power of attorney not limited to the Company’s statutory activity or specific areas or matters.

      The members of Senior Management have received the following remunerations from the Company:


      Thousands of Euros

      2021

      2020



      Fixed remuneration


      646


      438

      Variable remuneration

      255

      178

      Insurance premium

      19

      13

      Total

      920

      629


      These provisions include the accrued cash incentive corresponding to the 2017, 2020, 21-23 Plans and the Retention Plan.

      During the year, provisions to profit/(loss) amounted to EUR 525 thousand (2020: EUR 712 thousand).

      The fair value of the incentives referred to the share quotation price was estimated on the basis of Prosegur's share quotation price at the close of the period or at the payment time.

      There has been no accrued expense for Senior Management civil liability insurance in 2021 and 2020.

    3. Information required by article 229 of the Spanish Companies Act

    As required by articles 228, 229 and 230 of the Revised Text of the Spanish Companies Act, approved by Royal Legislative Decree 1/2010 of 2 July 2010 and amended by Act 31/2014 concerning improvements to corporate governance, the members of the Board of Directors declare that they have not been involved in any direct or indirect conflicts of interest with the company in 2021.

    During the year 2021, Euroforum Escorial, S.A. (controlled by Gubel, S.L.) did not bill Prosegur Cash any services for hotel service (EUR 74 thousand at 31 December 2020).

    Prosegur is controlled by Gubel S.L., which was incorporated in Madrid, and holds 59.368% of the shares of Prosegur, which consolidates Prosegur Cash in its consolidated financial statements.

    Proactinmo, S.L. (controlled by Gubel, S.L.) did not billed services for leasing a property on Calle San Máximo to Prosegur Cash during 2021 (EUR 975 thousand at 31 December 2020).

    J&A Garrigues, S.L.P. did not bill Prosegur Cash for any occasional legal services in 2021 (J&A Garrigues, S.L.P. billed EUR 193 thousand for services in 2020).

    Moreover, Mr Christian Gut Revoredo and Mr Antonio Rubio Merino respectively hold the posts of Managing Director of Prosegur and Executive President of Prosegur Cash and Chief Financial Officer of Prosegur and Proprietary Director (representing Prosegur) at Prosegur Cash. Ms Chantal Gut Revoredo is a Proprietary Director at Prosegur and Prosegur Cash. The Board of Directors considers that their respective posts at Prosegur in no way affect their independence when discharging their duties at Prosegur Cash.

  21. Employee Information

    The average headcount of the Company in these years, distributed by category, is as follows.


    2021

    2020


    Indirect personnel

    3

    3

    Operations personnel

    40

    42

    Total

    43

    45

    The distribution of the Company’s personnel at the end of the year by gender and category is as follows:



    2021



    2020



    Women


    Men


    Women


    Men

    Indirect personnel

    1

    1


    1

    1

    Operations personnel

    10


    30


    12


    32

    Total

    11

    31


    13

    33


    There are no employees in the Company with a disability rating of 33% or more.

    The distribution by gender of the Board of Directors and Senior Management at the end of the year is as follows:



    2021


    2020


    Women

    Men

    Women

    Men


    Directors

    3

    6

    3

    5

    Senior Management

    2

    8

    1

    3

    Total

    5

    14

    4

    8



  22. Audit Fees

    Ernst & Young, S.L. the auditors of the Annual Accounts of the Company in 2021 and 2020, invoiced the following fees and expenses for professional services:


    Thousands of Euros

    2021

    2020


    Audit services

    162

    160

    Other audit-related services

    35

    25

    Total

    197

    185

    Audit services detailed in the above table include the total fees for services rendered in 2021 and 2020, irrespective of the date of invoice.

    Additionally, other EY International affiliates have invoiced the Company the following fees for professional services during the year:

    In financial year 2021, Ernst & Young, S.L. provided other audit-related services for EUR 84 thousand (EUR 78 thousand in 2020).

  23. Environmental information

    At 31 December 2021 and 2020, the Company has no environment-related contingencies, legal claims or income and expenses relating to the environment.


  24. Financial risk management

    Financial risk factors

    The Company's activities are exposed to various financial risks: market risk (including interest rate risk), credit risk and liquidity risk. The Company’s risk management programme focuses on uncertainty in the financial markets and aims to minimise potential adverse effects on the Company’s business.

    1. Currency risk

      The Company mainly operates on a national basis. Likewise, the Prosegur Cash Group, of which the Company is the parent, operates internationally. As a result, the Company is exposed to currency risk when operating with its subsidiaries in foreign currencies and through the assets and liabilities contracted in foreign currencies from third parties. Currency risk is associated with recognised assets and liabilities denominated in foreign currency.

      Management has a currency risk management policy to control the risk arising from the exchange of foreign currencies to its functional currency to minimise the Company’s exposure. Currency risk arises when future transactions or recognised assets and liabilities are presented in a currency other than the parent’s functional currency.

      When so required by its policies and market expectations, the Company uses forward contracts approved and contracted by the Treasury Department in the corresponding market to control currency risk arising on trade transactions and recognised assets and liabilities. The Treasury Department is responsible for managing the net position of each foreign currency by entering into external or local forward currency contracts, depending on their competitiveness and appropriateness.

      Since the Company, as parent of the Prosegur Cash Group, intends to remain in the foreign markets in which it is present in the long term or permanently, it does not hedge the currency risk related to equity investments in those markets.

      The value of the financial assets and liabilities attributable to the Company at 31 December, by type of currency, is as follows:


      Thousands of Euros


      2021



      2020



      Assets

      Liabilities


      Assets

      Liabilities

      Euros

      373,422

      1,316,074


      387,952

      1,571,459

      Argentine Peso

      201


      249

      8,583

      US Dollar

      27

      8


      42,550

      1,699

      Australian Dollar

      55


      30,009

      112

      Colombian Peso

      666


      7,002

      Chilean Peso


      12

      Other currencies

      28,727


      3,559

      1

      Total

      373,449

      1,345,731


      464,319

      1,588,868

    2. Interest rate, cash flow and fair value risks

      As the Company does not have a significant amount of assets remunerated at floating interest rate, income and cash flows from operating activities are not basically by fluctuations in market interest rates.

      Interest rate risk mainly arises from non-current borrowings. Borrowings at variable interest rates expose the Company to cash flow interest rate risks. Fixed-interest borrowings expose the Company to fair value interest rate risks. In 2021 the Company’s borrowings at floating interest rates were denominated in EUR.

      The Company analyses its interest rate risk exposure dynamically. A simulation of various scenarios, considering refinancing, the renewal of current positions, alternative financing and hedges is performed. Based on these scenarios, the Company calculates the effect of a certain variation in interest rates on profit and loss. These scenarios are only analysed for the liabilities that represent the most significant positions in which a floating interest rate is paid.

      Details of loans and borrowings, indicating the portion considered to be hedged, at a fixed rate, are as follows:


      Thousands of Euros


      2021


      Total debt


      Hedged debt


      Debt exposure

      Non-current (Note 13)

      596,444


      596,444


      Current (Note 13)

      56,284


      44,805


      Total debt

      652,728


      641,249



      Thousands of Euros


      2020


      Total debt


      Hedged debt


      Debt exposure

      Non-current (Note 13)

      750,576


      750,576


      Current (Note 13)

      77,529


      74,587


      Total debt

      828,105


      825,163


    3. Credit risk

      The Company has no significant credit risk concentrations given that the main activity of the Company corresponds to group companies.

    4. Liquidity risk

    The Company applies a prudent policy to cover its liquidity risks, based on having sufficient cash and marketable securities as well as sufficient financing through credit facilities to settle market positions. Given the dynamic nature of its underlying business, the Company’s Treasury Department aims to be flexible with regard to financing.

    Management monitors the Company’s liquidity reserve forecasts, which comprise credit drawdowns and available cash, and are forecast based on expected cash flows.

    The table below presents an analysis of the financial liabilities that will be settled for the net amount, grouped by maturities based on the period remaining from the balance sheet date until contractual maturity dates. The amounts presented in this table reflect the cash flows stipulated in the contract.


    Thousands of Euros


    Less than 1 year


    1 to 2 years


    2 to 5 years


    More than 5 years


    Total

    31 December 2021

    56,284



    596,444



    652,728


    Thousands of Euros


    Less than 1 year

    1 to 2 years

    2 to 5 years

    More than 5 years

    Total

    31 December 2020

    77,529

    750,576

    828,105

    Finally, systematic forecasts are prepared for cash generation and requirements, allowing the Company to determine and monitor its liquidity position on an ongoing basis.

  25. Events after the reporting date

    No subsequent events have taken place following the close of financial year 2021 that might suppose any significant change to the presentation of the Annual Accounts.

  26. Accounting principles

    These annual accounts have been prepared using the same accounting principles as used by the Prosegur Group for preparing the Annual Accounts for the previous year, other than the amendments introduced by Royal Decree 1/2021, of 12 January, applicable for financial years starting after 1 January 2021.

    1. Intangible assets

      The assets in intangible assets are posted at purchase price or production cost. The capitalisation of production cost appears under ‘Self-constructed assets’ in the income statement. Intangible fixed assets are shown in the balance sheet at cost value less the amount of accumulated depreciation and impairment.

      The costs incurred in carrying out activities that contribute to the development of the value of the Company’s business as a whole, such as goodwill, trademarks and similar items generated internally, as well as the establishment expenses are recorded as expenses in the income statement as they are incurred.

      1. Computer software:

        Computer software licences purchased from third parties are capitalised at the cost of acquisition or cost of preparation of the specific software for use. Such costs are amortised over the estimated useful lives of the applications, at 5 years.

        Computer software maintenance costs are charged as expenses when incurred.

      2. Patents, licences, trademarks and others

        Licences have finite useful lives and are recognised at cost less accumulated amortisation and impairment. Licences are amortised on a straight-line basis to allocate the cost over their estimated useful lives of between one and 10 years.

        In 2020, the Company re-estimated the useful life of the licences, considering the digital transformation project in which it is involved, with a 4-year depreciation period and having adjusted the income statement prospectively.

      3. Other intangible assets:

      Other intangible assets mainly comprise the set of knowledge and technical resources of the personnel acquired from Prosegur Compañía de Seguridad, S.A. (Note 6). They are amortised on a straight-line basis over their estimated useful life of between 2 and 10 years.

    2. Property, Plant and Equipment

      Property, plant and equipment are recognised at cost of acquisition or production, less accumulated depreciation and any accumulated impairment.

      Costs incurred to extend, modernise or improve property, plant and equipment are only recorded as an increase in the value of the asset when the capacity, productivity or useful life of the asset is increased and it is possible to ascertain or estimate the carrying amount of the assets that have been replaced in inventories.

      The cost of major repairs is capitalised and depreciated over their estimated useful life, while recurring maintenance costs are charged to the income statement during the year in which they are incurred.

      Depreciation of property, plant and equipment is calculated systematically on a straight-line basis over the estimated useful lives of the assets based on the actual decline in value and use.

      The Company uses the following depreciation rates:



      Depreciation rate

      Other Installations

      10%

      Furniture

      10%

      Data processing equipment

      25%

      Other Property, Plant and Equipment

      10% to 20%

      The residual values and useful lives of assets are reviewed and adjusted, if necessary, at each balance sheet date.

      When an asset’s carrying amount exceeds its estimated recoverable amount, the carrying amount is written down immediately to the recoverable amount.

      Profit and losses on the sale of property, plant and equipment are calculated as the difference between the consideration received and the carrying amount and are recognised in the income statement.

    3. Impairment losses on non-financial assets

      Assets subject to amortisation or depreciation are tested for impairment whenever an event or change in circumstances indicates that their carrying amount might not be recoverable.

      An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount, which is the higher of fair value less costs to sell and value in use.

      For impairment testing purposes, assets are grouped at the lowest level for which separate identifiable cash flows can be identified (cash-generating unit, CGU).

      Non-financial assets for which impairment losses have been recognised, are tested at each balance sheet date in case the loss has reversed.

    4. Financial assets

      On 1 January 2021, the Company applied Royal Decree 1/2021, of 12 January, on standards for the accounting and measurement of financial instruments, with no impact on that date.

      A financial instrument is a contract that gives rise to a financial asset in one company and, at the same time, to a financial liability or an equity instrument in another company.

      The Company will recognise a financial instrument on its balance sheet when it becomes a party to the contract or legal transaction in accordance with the provisions thereof, either as issuer or as holder or acquirer.

      The Company determines the classification of its financial assets at the time of their initial recognition and, when allowed and appropriate, it reassesses that classification at each balance sheet date.

      A financial asset is any asset that is: cash, an equity instrument from another company or involves a contractual right to receive cash or another financial asset (a debt instrument) or to exchange financial assets or liabilities with third parties in potentially favourable conditions.

      The financial assets used by the Company are classified for measurement purposes under the following categories:

      1. Financial assets at fair value through profit or loss

        Financial assets included in this category are initially measured at fair value, which, unless there is evidence to the contrary, is the transaction price, which is equivalent to the fair value of the consideration paid. Transaction costs directly attributable are recognised in the income statement of the financial year.

        After initial recognition the company measures the financial assets contained in this category at fair value through profit or loss.

      2. Financial assets at amortised cost

        A financial asset will be included in this category even when it is admitted for trading on an organised market, if the company maintains the investment with the aim of receiving the cash flows resulting from the performance of the contract, and the contractual conditions of the financial asset, on specific dates, lead to cash flows which are solely the collection of principal and interest on the outstanding amount of principal.

        The assets are classified as current unless they mature in more than 12 months after the balance sheet date, in which case they are classified as non-current.

        Financial assets at amortised cost are included in ‘Long-term financial investments’, ‘Loans to Group companies’ and ‘Loans to third parties’ in the non-currents assets of the balance sheet, and in ‘Trade and other receivables’ in the current assets of the balance sheet.

        Contractual cash flows that are solely collections of principal and interest on the outstanding amount of principal are inherent to an ordinary or common agreement, notwithstanding that the terms of the operation establish zero interest or below-market interest rates.

        This category generally includes loans for commercial and non-commercial operations:

        1. Loans for commercial operations: financial assets arising from the sale of goods or the rendering of services in the ordinary course of the Company's business with deferred payment, and

        2. Loans for non-commercial operations: financial assets which, while not being of commercial origin, are not equity instruments or derivatives, have fixed or determinable payments and arise from loan or credit facilities granted by the company.

        Financial assets classified in this category are initially measured at fair value, which, unless there is evidence to the contrary, is the transaction price, which is equivalent to the fair value of the consideration paid, plus any transaction costs directly attributable to them.

        However, loans from commercial operations with a maturity of no more than one year and which do not have a contractual interest rate, as well as advances and loans to staff, dividends collectable and disbursements required on equity instruments, the amount of which is expected to be received in the short term, can be valued at their par value if the effect of not adjusting the cash flows is not significant.

        The financial assets included in this category are subsequently measured at amortised cost. Accrued interest is recognised in the income statement using the effective interest rate method.

        However, loans with a maturity of no more than one year which, according to the previous sub- section, are initially measured at their par value, will continue being measured at that amount, unless they are impaired.

        If the contractual cash flows of a financial asset change because of financial difficulties of the issuer, the company will assess whether it should book an impairment loss.

        The necessary value adjustments should be made whenever there is objective evidence that the value of a financial asset or group of financial assets with similar risk features when valued collectively, has depreciated as a result of one or more events having occurred after initial recognition and causing a reduction or delay in estimated future cash flows, which may be due to debtor insolvency.

        The impairment loss on those financial assets will be the difference between their carrying amount and the current value of estimated future cash flows including, where appropriate, those arising from the enforcement of security or personal guarantees that are expected to be generated, discounted at the effective interest rate calculated at the time of initial recognition. For financial assets at floating interest rate, the effective interest rate on the date of closing the annual accounts is used, according to the contractual conditions. The calculation for impairment losses of a group of financial assets can use models based on statistical formulas or methods.

        Impairment valuation adjustments, and their reversal if the amount of that loss is reduced for reasons related to a subsequent event are recognised as revenue or expense, respectively, on the income statement. Reversal of impairment is limited to the carrying amount of the asset that would have been recognised on the date of reversal if the value impairment had not been recorded.

        However, to replace the current value of the cash flows, the market value of the instrument can be used provided that it is sufficiently reliable so as to be considered as representative of the value that could be recovered by the company.

        The recognition of interest in financial assets with credit impairment will follow the general rules, notwithstanding that at the same time the company must assess whether that amount will be recovered and, where appropriate, the corresponding impairment loss will be booked.

      3. Financial assets at fair value with changes in equity


        Financial assets included in this category are initially measured at fair value, which, unless there is evidence to the contrary, is the transaction price, which is equivalent to the fair value of the consideration paid, plus any transaction costs directly attributable to them.

        The amount for preferential subscription rights and similar, if, any, that may have been acquired is part of the initial valuation.

        These assets will be subsequently measured at fair value, without deducting any transaction costs that are incurred in the sale. Any changes arising in fair value are recognised directly in equity until the asset is disposed of or written off, at which time the amount thus recognised will be allocated to the income statement.

        However, any impairment loss adjustments and any losses and gains resulting from exchange


        differences on monetary financial assets expressed in foreign currency, in accordance with the regulations on this latter case, are taken to the income statement.

        The amount of interest calculated using the effective interest rate method and any dividends payable will also be recorded in the income statement.

        When a value has to be allocated to these assets due to being removed from the balance sheet or for another reason, the average weighted price method for homogeneous groups will be used.

      4. Financial assets at cost

        Financial assets at cost are included in ‘Investments in equity instruments of group companies’ and ‘Other short-term financial assets’ in the non-current assets of the balance sheet, and in ‘Other short- term financial assets’ in the current assets of the balance sheet.

        The investments included in this category are initially measured at cost, equivalent to the fair value of the consideration paid plus any transaction expenses that are directly attributable to them.

        The equity instruments included in this category are measured for their cost less, if the case, the accumulated amount for impairment value adjustments.

        When a value has to be allocated to these assets due to being removed from the balance sheet or for another reason, the average weighted price method for homogeneous groups will be used, these being taken as values having the same rights.

        In the case of the sale of preferential subscription rights and similar or the segregation of those rights for exercising them, the cost amount of the right will reduce the carrying amount of the respective assets. That cost will be determined by applying any generally accepted measurement formula.

        Any contributions made as a result of a joint venture or similar agreement are valued at cost, increased or decreased by the gain or loss, respectively, corresponding to the company as a passive investor and, where appropriate, less accumulated amount for impairment loss adjustments.

        This same principle will be used in participating loans with contingent interest either because it is arranged at a fixed or floating interest rate subject to the borrower achieving a milestone such as obtaining profits, or because they were calculated exclusively by reference to the financial performance of the borrower. If in addition to a contingent interest, an irrevocably fixed interest rate is arranged, the latter will be booked as financial income on an accrual basis. Any transaction costs will be taken to profit or loss on a straight-line basis during the life of the participating loan.

        At least at year end, the necessary impairment losses are recognised when there is objective evidence that all the amounts receivable will not be collected.

        The impairment loss is calculated as the difference between the carrying amount of the asset and the current value of the estimated future cash flows, discounted at the effective interest rate upon initial recognition. Impairment losses are recognised and reversed in the income statement.

        1. Disposals of financial assets

          Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire or have been transferred and the Company has transferred substantially all the risks and rewards of ownership.

          On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the consideration received, net of transaction costs, including any new assets obtained less any new liabilities assumed and any cumulative profit or loss deferred in recognised income and expense, is recorded in equity.

        2. Offsetting principles

        A financial asset is offset only when the Company currently has the legally enforceable right to offset the recognised amounts and intends either to settle on a net basis or to realise the asset simultaneously.

    5. Cash and cash equivalents

      Cash and cash equivalents include cash in hand, demand deposits at banks and financial instruments that are convertible to cash and have a maturity of three months or less from the date of acquisition, provided that there is no significant risk of changes in value and that they form part of the Company’s usual cash management policy.

    6. Net Equity

      The acquisition by the Group of equity instruments of the Parent Company is presented at acquisition cost separately as a reduction in net equity in the consolidated statement financial position, regardless of the reason for the acquisition. No profit/(loss) was recognised in transactions with own equity instruments.

      The subsequent amortisation of the parent's equity instruments leads to a capital reduction in the nominal amount of said shares and the positive or negative difference between the acquisition price and the nominal share price is charged or credited to reserves.

      The transaction costs relating to own equity instruments are recognised as a reduction in net equity once any tax effect has been taken into account.


    7. Financial liabilities

      On 1 January 2021, the Company applied Royal Decree 1/2021, of 12 January, on standards for the accounting and measurement of financial instruments, with no impact on that date.


      The whole or any part of the financial instruments issued, committed or assumed are classified as financial liabilities provided that their economic reality entails a direct or indirect contractual obligation for the company to hand over cash or another financial asset, or to exchange financial assets or liabilities with third parties in potentially unfavourable conditions.

      The financial liabilities used by the Company, are classified for measurement purposes under the following categories:

      1. Financial liabilities at amortised cost

        The company classifies all financial liabilities in this category except where they are to be measured at fair value through profit and loss

        This category generally includes payables from commercial operations and from non-commercial transactions:

        1. Payables from commercial operations are financial liabilities arising from the purchase of goods and services in the ordinary course of the Company's business with deferred payment, and

        2. Payables from non-commercial operations are financial liabilities which, while not being equity instruments or derivatives, are not of commercial origin but originate from loan arrangements or credit facilities received by the company. Participating loans with the features of an ordinary or regular loan are also included in this category notwithstanding that the operation may be arranged at a zero or below-market interest rate.

        Financial liabilities included in this category are initially measured at fair value, which, unless there is evidence to the contrary, is the transaction price, which is equivalent to the fair value of the consideration received, adjusted by any transaction costs directly attributable.

        However, payables from commercial operations with a maturity of no more than one year and which do not have a contractual interest rate, as well as disbursements demanded by third parties on holdings, the amount of which is expected to be paid short term, can be measured, both initially and later, at their nominal value if the effect of not adjusting the cash flows is not significant.

        The financial liabilities included in this category are measured at amortised cost. Accrued interest is recognised in the income statement using the effective interest rate method.

        However, loans with a maturity of no more than one year which are initially measured at their par value, will continue being measured at that amount.

      2. Financial liabilities at fair value through profit or loss

        Financial liabilities meeting any of the following conditions are included in this category:

        1. They are liabilities held for trading.

        2. Upon initial recognition, they were designated by the entity as at fair value through profit or loss.

        Financial liabilities included in this category are initially measured at fair value, which, unless there is evidence to the contrary, is the transaction price, which is equivalent to the fair value of the consideration received. Transaction costs directly attributable are recognised in the income statement of the financial year.

        After initial recognition the company will measure the financial liabilities contained in this category at fair value through profit or loss.

      3. Derecognition of financial liabilities

        The company will derecognise a financial liability, or part thereof, when the obligation has been discharged, i.e. when it has been paid, cancelled or has expired. It will also derecognise any financial liabilities that it acquires for itself, even if it intends to replace them in the future.

        When an exchange of debt instruments takes place between a lender and borrower, as long as these have substantially different conditions, the Company accounts for the retirement of the original financial liability and recognises the new one that arises. The same applies to registration of a substantial modification of the current conditions of a financial liability.

        The difference between the carrying amount of the financial liability or the part thereof that has been derecognised, and the consideration paid, including the costs or commissions involved, and which includes any asset assigned other than the cash amount or liability assumed, is reported in the income statement of the financial year when it arises.

      4. Own equity instruments

        An equity instrument is any contract that evidences, or reflects, a residual interest in the assets of an entity after deducting all of its liabilities.

        If the company carries out any type of transaction with its own equity instruments, the amount of those instruments is recorded in equity, as a change in shareholders’ equity and in no event can they be recognised as financial assets of the company nor shall any profit or loss be recognised on the income statement.

        Any expenses arising from these transactions, including any issuance expenses, such as lawyers’ fees, notary and registry fees, printing of reports, official gazettes and certificates; taxes, publications; commissions and other placement costs are charged directly under equity as a reduction of reserves.

        The expenses arising from an equity transaction that is relinquished or abandoned are recognised as an expense on the income statement.

      5. Guarantee bonds given and received

      In guarantee bonds given and received under operating leases or for the provision of services, any difference between their fair value and the amount paid (for example due to the fact of the bond being long term and non-remunerated) will be treated as a prepaid lease collection or payment which will be allocated to profit or loss over the term of the lease or during the period in which the service is provided, in accordance with the rule on revenue from sales and services rendered.

      For estimating the fair value of bonds, the remaining period is taken to be the minimum period to which they are committed under contract, during which their amount cannot be repaid, without considering the statistical pattern of the refund.

      If the bond is short term, there is no need to discount the cash flows if the effect is not significant.

    8. Current and deferred taxes

      The income tax expense (income) for the year comprises current tax and deferred tax.

      The current and deferred tax expense (income) is recognised in the income statement. However, the tax effect of items recognised directly in equity is recorded in equity.

      Current tax assets and liabilities are measured at the amount expected to be paid to or recovered from the taxation authorities, using the tax laws that have been enacted or substantially enacted at the balance sheet date.

      Deferred tax assets and liabilities are calculated using the liability method on the basis of the temporary differences that arise between the tax base of assets and liabilities and their carrying amount. However, if deferred tax assets or liabilities arise from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affect neither accounting profit nor taxable income, they are not recognised. Deferred tax assets or liabilities are measured using the tax rates that have been enacted or substantially enacted at the balance sheet date and are expected to be applicable when the corresponding deferred tax asset is realised or deferred tax liability is settled.

      Deferred tax assets are recognised provided that it is likely that sufficient taxable income will be generated against which the temporary differences can be offset.

      Deferred tax assets arising from deductible temporary differences are recognised provided future tax gains are likely to exist for offset thereof that will reverse within ten years. Assets arising from the initial recognition of assets and liabilities in a transaction which is not a business combination and which does not affect either the carrying profit or the taxable base on transaction date, are not subject to recognition. Assets which will reverse in a period exceeding ten years are recognised over the years, provided there is a likelihood of future tax gains.

      Tax planning opportunities are only considered when assessing the recovery of deferred tax assets, if the Company intends to use them or is likely to do so.

      The Company recognises the reversal of a deferred tax asset in an account receivable with the Tax Administration when it is enforceable in accordance with tax legislation in force. Likewise, the Company recognises the exchange of a deferred tax asset for Public Debt Securities when ownership thereof is acquired.

    9. Employee benefits

      Compensations based on the quoted share price of Prosegur Cash shares – 2018-2020 and 2021- 2023 Plans.

      The 2018-2020 Plan and 2021-2023 Plan are generally linked to value creation and envisage the payment of share-based and/or cash incentives to the Executive President, the Managing Director and the Senior Management of the Company.


      The fair value of the incentives referred to the share quotation price was estimated on the basis of Prosegur's share quotation price at the close of the period or at the payment time.


      Quantification of the total incentive will depend on the degree of achievement of the targets established in line with the strategic plan .

      Compensations based on Prosegur Cash shares for the Retention Plan


      The Retention Plan is linked to the creation of value through digital transformation and envisages the payment of share incentives to the Executive President, Managing Director and Senior Management of the Company. The Company recognises a straight-line expense in the income statement during the length of service of the Plan, as well as the corresponding increase in equity, based on the fair value of the shares committed when the Plan was granted. The fair value of the shares at the moment of the granting was EUR 0.695 per share.


      Quantification of the total incentive will depend on the degree of achievement of the targets established.


      The accrual of the long-term incentive associated with the 18-20 Plan, 21-23 Plan and the Retention Plan for the Executive President, Managing Director and the Management of the Group is included under the heading on wages and salaries (Note 3).


      During 2021 the total impact of incentives on the income statement was a greater expense of EUR 1,931 thousand.


      a) Termination benefits


      Termination benefits are paid to employees as a result of the Company’s decision to terminate employment before the normal retirement age or when the employee accepts voluntary redundancy in exchange for these benefits. The Company recognises these benefits when it has demonstrably committed to terminating the employment of employees, in accordance with a detailed formal plan with no possibility of withdrawal, or to granting termination benefits in an offer of voluntary redundancy.

    10. Provisions and Contingent Liabilities

      Provisions for possible restructuring costs and/or litigation are recognised when the Company has a present obligation (legal or constructive) as a result of a past event; it is probable that an outflow of resources will be required to settle the obligation; and a reliable estimate can be made of the amount of the obligation.

      Provisions are measured at the current value of the estimated expenditure required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. Any adjustments made to update the provision are recognised as a financial expense when accrued.

      Provisions expiring in one year or less, the financial effect of which is immaterial, are not discounted.

      Reimbursements from third parties of the expenditure required to settle a provision are recognised as a separate asset provided that it is virtually certain that the reimbursement will be received.

      Possible obligations arising from past events, the materialisation of which is contingent on one or more future events beyond the control of the Company, are considered contingent liabilities. These contingent liabilities are not recognised in the Annual Accounts but are disclosed in the notes (Note 16).

    11. Revenue recognition

      On 1 January 2021 and for the first time, the Company applied Royal Decree 1/2021, of 12 January, mainly relative to the standards for revenue accounting and recognition, with no impact on that date.


      The Company will recognise the revenue from the ordinary course of its business when control over the goods or services has been transferred in the undertakings with its clients. At that moment, the company measures the revenue for the amount that reflects the consideration that it expects to receive in exchange for those goods or services.


      To apply this key principle for accounting for revenue, the company will follow an entire process consisting of the following sequential steps:


      1. Identify the contract(s) with the client, understood as an agreement between two (or more) parties which creates rights and obligations to which all are subject.


      2. Identify the obligation or obligations to be fulfilled in the contract, representing the commitments to transfer goods or provide services to a client.


      3. Establish the transaction price or the consideration under the contract which the company expects to receive in exchange for transferring the goods or providing the services undertaken with the client.


      4. Assign the transaction price to the obligations to be performed, which must be carried out on the basis of the individual sales prices of each different item of goods or service committed under the contract or, where appropriate, following an estimated selling price when this cannot be observed separately.


      5. Recognise revenue from regular business when (as) the company fulfils an obligation commitment by transferring goods or providing a service; this fulfilment takes place once the client obtains control of those goods or service, in such a way that the amount of revenue recognised from regular business will be the amount assigned to the contractual obligation that has been satisfied.


        The company will recognise the income arising from a contract when (as) control over the goods or services committed is transferred to the client (that is, the obligation or obligations to be fulfilled).


        Control over the goods or services (assets) refers to the capacity of having full decision over the use of those assets and to substantially obtain all of its remaining benefits. Control includes the capacity to prevent other entities from deciding on the use of the asset and obtaining its benefits.


        For each obligation to be fulfilled (delivery of goods or rendering of services) that has been identified, the company will determine at the inception of the contract whether the commitment assumed will be fulfilled over time or at a specific moment.


        The income arising from the commitments (generally provision of services) fulfilled over time are recognised in accordance with the level of progress toward the complete performance of the contractual obligations provided that the company gives reliable information for measuring the degree of progress.

        Ordinary revenue from the sale of goods and the provision of services is measured as a monetary amount, or where appropriate, the fair value of the consideration received or expected to be received, which unless there is evidence to the contrary, is the price agreed for the assets to be transferred to the client after deducting the amount of any discounts, price reductions or other similar allowances that the company may grant, and interest added to the face value of the loans.


        Work in progress is measured according to the best estimate at year-end based on the percentage of completion of the project, calculating the costs incurred and also those yet to be incurred until completion, and the margin expected in each of the contracts according to available information. Until the work is billed it remains under the heading of Clients’ Receivables for Sales and Services.


        As an exception to this general rule, variable consideration related to license assignment agreements, in the form of participation in the sale or use of those assets, will only be recognised when (or as) the second of the following situations occurs:


        1. The sale or subsequent use takes place; or


        2. The obligation assumed by the company under the contract, and to which some or all of the variable consideration has been fulfilled (or partially fulfilled).


        In accordance with the Resolution of the Institute of Accounting and Auditing (I.C.A.C.) 79/2009 Consultation 2, regarding the classification in individual annual accounts of income and expenses of a holding company, whose main activity is the holding of shares and the financing of transactions carried out by its investees, income from dividends and interest earned from funding granted to investees are classified as ‘Revenue’ in the income statement. An item has been added within the operating margin to reflect impairment losses in equity instruments associated with its activity.


        Initial estimates of revenues are reviewed where circumstances so require. These reviews may result in an increase or reduction in the estimated revenues and costs and are recognised in the income statement for the period in which the circumstances giving rise to the review become known to Management.

        1. Provision of services

          These primarily consist of brand assignment services and general services provided by the Group parent company such as management and administrative support, marketing services, information technology, legal and tax advice provided by the Company to its subsidiaries.

        2. Interest received

          Interest income is recognised using the effective interest method. When a receivable is impaired, the Company writes the carrying amount down to the recoverable amount, discounting estimated future cash flows at the original effective interest rate of the instrument and carries the discount as a reduction in interest received. Interest received on impaired loans is recognised using the effective interest method.

        3. Dividend received

        Dividends received are recognised in the income statement when the right to receive payment is established.

    12. Foreign currency transactions

      Foreign currency transactions are recorded at their equivalent euro value at the exchange rates prevailing at the transaction date

      At the close of each financial year, the monetary items are measured using the average spot exchange rate at that date. Any exchange differences arising from this process, and any generated when settling those asset items, is recognised on the income statement for the year when it arises.


      Any non-monetary items valued at historical cost continue to be measured by applying the exchange rate on the transaction date. The measurement thus obtained cannot, at year-end, exceed the amount recoverable at that time and if necessary the closing exchange rate will be applied to that amount; that is to say, the date referred to in the abridged annual accounts.


      At each closing date, any non-monetary items valued at fair value are measured by applying the exchange rate on the date of the transaction i.e. at year-end.

    13. Related party transactions

Transactions between Group companies, except those related to mergers, spin-offs and non- monetary contributions, are initially recognised at the fair value of the consideration given or received. If the agreed price differs from the fair value, the difference is recognised based on the economic substance of the transaction. Transactions are subsequently measured in accordance with applicable standards.

In the non-monetary contributions to a Group company, the contributor will value their investment at the carrying amount of the delivered equity items in the Consolidated Annual Accounts on the date on which the transaction is made, according to the Standards for the Preparation of Consolidate Annual Accounts. The acquiring company will recognise them for the same amount.

In the merger and spin-off transactions between companies of the group in which the parent company of the group or the parent company of a subgroup and its subsidiary directly or indirectly intervene, the acquired equity items are valued for the amount that would correspond to them after the operation in the consolidated annual accounts of the group or subgroup according to the aforementioned Standards for the Preparation of Consolidated Annual Accounts. The difference that could be shown in the accounting entry by the application of the above criteria will be recorded in a reserves item.

    1. Leases and Rentals

      a) Operating leases - lessee

      Leases in which the lessor retains substantially all the risks and rewards incidental to ownership are classified as operating leases. Lease payments under an operating lease (net of any incentive received) are recognised in the income statement as an expense on a straight-line basis over the lease term.

    2. Business combinations

In accordance with the third transitional provision of Royal Decree 1514/2007, the Company has only recognised business combinations that occurred on or after 1 January 2008, the date of transition to the Spanish General Chart of Accounts, using the acquisition method. Business combinations that

occurred prior to that date were recognised in accordance with accounting standards prevailing at that time, taking into account the necessary corrections and adjustments at the transition date.

Business combinations carried out since 1 January 2010 are recognised by applying the acquisition method established in Recognition and Measurement Standard 19 of the Spanish General Chart of Accounts amended by article 4 of Royal Decree 1159/2010, which approves the standards for the preparation of consolidated annual accounts and amends the Spanish General Chart of Accounts.

The Company applies the acquisition method for business combinations, except for mergers, spin- offs and non-monetary contributions of a business between Group entities.

Mergers, spin-offs and non-monetary contributions between Group companies are recognised using the criteria applicable to related party transactions.

Business combinations arising as a result of the acquisition of shares or equity holdings in a company are recognised using the criteria applicable to investments in group companies, jointly controlled companies and associates.

The acquisition date is the date on which the Company obtains control of the acquiree

(@ PROSEGUR

CASH


Directors' Report for

2021

Prosegur Cash, S.A.

Table of contents


1.

The Company’s situation .........................................................................

76

1.1.

Business Model ...........................................................................................................................

76

1.2

Vision and Values........................................................................................................................

77

1.3.

Organisational structure and governance ..........................................................................

79

1.4.

Strategic performance ...............................................................................................................

83

1.5

Innovation and Digital Transformation..................................................................................

84

1.5.1

Thus do we innovate ..................................................................................................................

85

1.5.1.1

Emblematic projects......................................................................................................................

85

1.5.1.2

Initiatives of collaboration and open innovation........................................................................

87

1.5.2

Thus do we transform................................................................................................................

89

2.

Business performance and profit/(loss) ...............................................

90

2.1.

Main financial and non-financial indicators.........................................................................

90

2.2.

Investments ..................................................................................................................................

90

2.3.

Personnel ......................................................................................................................................

90

2.4.

Environmental issues ................................................................................................................

91

3.

Liquidity and capital resources ..............................................................

91

3.1.

Liquidity.........................................................................................................................................

91

3.2.

Capital resources ........................................................................................................................

92

3.3.

Analysis of contractual obligations and off balance sheet obligations .......................

94

4.

Main risks and uncertainties ....................................................................

94

5.

Average payment period to suppliers.................................................

95

6.

Important circumstances after the reporting period ......................

96

7.

Acquisition and disposal of own shares ..............................................

96

8.

Alternative Performance Measures......................................................

98

9.

Other significant information ..................................................................

100

10.

Statement of Non-financial Information .............................................

102

Directors’ Report for 2021

This Directors’ report has been prepared in accordance with the recommendations contained in the Guidelines for the preparation of the Directors’ reports of listed companies, published by the National Securities Market Commission (CNMV).

  1. The Company’s situation

    Prosegur Cash was incorporated as a single person limited company in accordance with Spanish law on 22 February 2016, and subsequently transformed into a public limited company on 21 September 2016.

    The Prosegur Cash Group was the result of a spin-off of the Cash business unit of the Prosegur Group, performed by means of a non-monetary contribution of entities under the shared control of the Prosegur Group.

    Shares in Prosegur Cash were listed on 17 March 2017 at a price of 2 Euros each, in the stock exchanges of Madrid, Barcelona, Bilbao and Valencia and are traded on the Spanish Stock Exchange Interconnection System (SIBE).

    On 7 April 2017, the Green Shoe period of the stock market flotation ended, and the free float attained 27.5% of the share capital of Prosegur Cash.

    The Prosegur Cash group is present in the following countries: Spain, Portugal, Germany, Luxembourg, Argentina, Brazil, Chile, Peru, Uruguay, Paraguay, Colombia, the Philippines, Guatemala, El Salvador, Honduras, Nicaragua, Costa Rica, Ecuador, Mexico, India, Singapore, Indonesia and Australia.


    1. Business Model

      Prosegur Cash is a company providing comprehensive cash management solutions. Our activity focusses on transporting high value merchandise, integrated cash cycle management, solutions aimed at automating payments in retail establishments and integrated ATM management, mainly for financial institutions, business, government agencies and central banks, mints and jewellery stores.

      Prosegur Cash constantly strives to maintain its position as a global benchmark in our sector, and this is reflected in our clear commitment to achieving leadership and transformation through innovation, the incorporation of the most advanced technology, and the selection of the most talented professionals in the field.

      We currently operate in the following 20 countries in four different continents: Germany, Argentina, Australia, Brazil, Chile, Colombia, Costa Rica, Ecuador, El Salvador, Spain, the Philippines, Guatemala, Honduras, India, Indonesia, Nicaragua, Paraguay, Peru, Portugal, and Uruguay.

      At present we have a workforce of more than 45,000 employees, 575 branch offices and a fleet of more than 9,000 armoured and light vehicles.

      As specialists in the design and implementation of solutions to ensure the secure and efficient management of cash, Prosegur Cash has developed the following basic lines of business:



      LOGÍSTICS

      Local and international transport services, via land, sea and air, of funds and other valuable goods, such as jewellery, works of art, precious metals, electronic devices, pharmaceutical products, voting ballots and legal evidence, among others. These services include collection, transport, custody, delivery and deposit in vaults.



      CASH MANAGEMENT

      comprises counting, processing, equipment, custody, packaging and delivery of cash in bank notes and coins, and the loading of ATMs.



      NEW PRODUCTS

      It includes the automation of payments in retail establishments via Cash Today, including, among others, devices for paying in cash, recycling or dispensing bank notes and coins. Likewise, ATM integrated management, including planning, supervision, first- and second-tier maintenance, and tallying. Correspondent banking services (Corban) or the cryptocurrency custody service of Prosegur Crypto, amongst others.


      1.2 Vision and Values

      At Prosegur Cash, we are very clear about what we do and why we do it. Our fundamental purpose is to facilitate business in all the territories in which we operate. We contribute to promoting the security and efficiency of business relations in an innovative way, through a continuous process of optimisation and digitalisation of our services, and particularly in areas relating to finance and distribution.

      The ambition of a global leader

      At Prosegur Cash, we have built on the solid experience of the Prosegur Group, which has established itself as a proven market leader in the private security sector over the last 45 years. This tradition and strong corporate culture of a job well done has been successfully transferred to our specific sphere of operation.

      Today, after just over five years in the market as an independent business line, we are the market leader in cash management activities in 11 of the markets in which we operate. We are the second largest company in the sector in eight of the remaining countries, and are currently expanding in Indonesia, where operations are still in their infancy.

      New corporate identity

      2020 saw the presentation of a new corporate identity, shared with the rest of the business units of the Prosegur Group, which we went on to implement, develop and consolidate throughout 2021. This identity sets out our commitment to comprehensive protection and our vocation as a pioneering and groundbreaking company.

      The new proposal common to the whole group, as set forth at the time, was: ‘To make the world a safer place by taking care of people and companies, staying at the forefront of innovation’.

      This declaration of intent formed the groundwork for establishing what have now become our fundamental corporate principles:















      1. People matter to us

      2. We think positive

      3. We are unstoppable



      We protect society through foresight, prevention and collaboration.

      Building on our business experience, we remain committed to a continuous learning process that allows us to learn from our mistakes and to face crises by strengthening the confidence of our teams.

      A concise way to underline our determination to continue growing and improving, with a vision that drives us forwards to contribute to a better future and the continuous application of technological progress in our day-to-day lives.


      Sustainability is a key value

      In line with the evolution of our corporate culture, since last spring both the Prosegur Group and Prosegur Cash have had a Sustainability Master Plan approved by the Board of Directors of the company. It outlines the guiding principles that shape the company's commitment to environmental, social and governance.

      The document is based on an unwavering commitment to the 17 Sustainable Development Goals (SDGs) launched in 2015 by the United Nations, which have become an integral part of Prosegur's business strategy and governance system. The development of this programme is supervised by a newly created Sustainability Committee, led by the Group's Management Committee, and it is applied to and in full force in the specific field of Prosegur Cash.

      Independent recognition

      This process of continuous improvement of our global ethical perspective and the responsibility and sustainability of our business model yielded tangible results over the last year.

      For example, in November 2021, Prosegur Cash received a further accolade when it became the first company to obtain the AENOR Good Corporate Governance certification. That same month, Prosegur Cash was included in the companies listed in the Ibex Gender Equality Index. This is the first index that measures the presence of women in management positions in Spanish companies.

      Ethical commitments and new partnerships

      In addition to this independent recognition for responsibility and excellence in business practices, 2021 also saw the Prosegur Group undertaking noteworthy major ethical commitments.

      In February, both the parent company and Prosegur Cash signed up to the environmental Climate Pledge initiative, a commitment launched in 2019 by Amazon and Global Optimism consisting of on attaining zero net carbon emissions by 2040. On 21 April, we announced a comprehensive decarbonisation and emissions offsetting plan, which, among other initiatives, includes an ambitious waste management project in Rio de Janeiro (Brazil).

      Further specific environmental initiatives undertaken in recent months include progress in the hybridisation and electrification of the company's vehicle fleet and the use of exclusively renewable energy sources in Spain. Finally, on 25 October, the Prosegur Group announced that it had reached an agreement to become a member of Forética, a benchmark organisation in the field of sustainability and corporate social responsibility in Spain.

        1. Organisational structure and governance

          Our organisational structure is designed with the intention of improving business processes and flexibility, which facilitates adaptation to the changing environment and the evolution of services, aimed at generating value for clients. The Business Areas are divided into three geographical segments: LatAm, Europe, Australia, and Asia.

          There is also a Division for Innovation and Productivity, a New Business Division and a Global Optimum Division. The corporate functions are supervised by the Global Support Divisions for Finance Support and Strategic Planning.

          The organisation of Prosegur Cash is shown in the table below:



          Changes to the Group's composition

          The changes in the composition of the Prosegur Cash Group during 2021 were mainly due to the following acquisitions:


          Business combinations in LatAm: In 2021, Prosegur Cash acquired a series of companies in LatAm devoted to payment and collection management The total purchase price was EUR 59,102 thousand, comprising a cash consideration of EUR 24,267 thousand, a deferred contingent consideration amounting to a total of EUR 21,771 thousand, due in 2022, 2023

          and 2024 and a deferred payment of EUR 13,064 thousand, due in 2022.


          Business combinations in Europe. In 2021, Prosegur Cash acquired in Europe a series of assets relative to cash-in-transit and cash management services. The total purchase price was EUR 150 thousand, comprising a cash payment of EUR 110 thousand and a deferred

          payment of EUR 40 thousand maturing in 2022.


          The following companies were incorporated in 2021:


          In August 2021, Dinero Gelt SAS was incorporated in Colombia.

          In December 2021, Prosegur Exchange Pty Limited was incorporated in Australia.


          The following companies were wound up in 2021:


          In January 2021, Garantis Sumarmas, S.L. was wound up in Spain.

          During April 2021 the dormant company Dinero Gelt México S.A. de C.V. was acquired in Mexico.

          Additionally, on 31 March 2021, Prosegur Cash sold to its parent company, Prosegur Compañía de Seguridad, certain areas of the added value outsourcing processes and services business (AVOS) for financial institutions and insurance companies, as well as the associated technology.

          The transaction is in response to the strategic decision, independently taken by Prosegur Cash to better achieve its business goals, to crystallise the current value of the business sold, freeing up resources and investment capacity to focus on other priority growth opportunities.

          The transaction consisted of the sale of Prosegur Cash to Prosegur of 100% of the share capital of the holding company of the aforementioned business in Spain, Prosegur AVOS España, S.L.U., for a price of EUR sixty-seven million less the net financial debt. This business represents, approximately, 85% of the operating profit/(loss) of the global business of Prosegur Cash in certain areas of activity, with the parties having agreed to jointly and in good faith analyse and explore the possibility of Prosegur Cash selling to Prosegur the rest of that business that it currently carries out in other countries, without there being any agreement on this.

          The transaction has been reviewed by the Prosegur Cash Audit Committee which has confirmed that it is fair and reasonable from the Company’s point of view and from the various Prosegur shareholders. For its part, KPMG has issued a fairness opinion for the Board of Directors of Prosegur Cash confirming that the aforementioned sales price is reasonable in financial terms for Prosegur Cash.

          In light of the above, to adapt the Framework Agreement on relations between Prosegur and Prosegur Cash of 17 February 2017 to the new reality in terms of the development of the aforementioned added value outsourcing processes and services business (AVOS) for financial institutions and insurance companies, the parties have signed a non-extinguishing modifying novation contract of the Framework Agreement.

          Governance of Prosegur Cash

          The main body representing the share capital of Prosegur Cash is the General Shareholders' Meeting, which exercises the functions granted by law and the Articles of Association. In 2021, the Ordinary General Meeting was held on 2 June. It dealt with various issues: approval of the Company's Annual Accounts, approval of the Company's Statement of Non-Financial Information, validation of the Profit and Loss Account for the 2020 financial year, approval of the management of the Board of Directors for 2020, re-election of directors, acceptance of the capital reduction, and the remuneration policy for directors.

          The Board of Directors is the body responsible for the representation, administration, direction, management and control of the Company. The Board is divided into two committees: the Audit Committee and the Sustainability, Corporate Governance, Appointments and Remuneration Committee. The organisation and functioning of both are regulated in the Articles of Association, the Regulations for Management, the Regulations for the Audit Committee and the Regulations for the Sustainability, Corporate Governance, Appointments and Remuneration Committee (detailed information is available on www.prosegurcash.com/en).

          The responsibilities of the Audit Committee, mainly composed by independent directors, include: proposing the appointment of the auditor; reviewing the Prosegur Cash accounts; ensuring compliance with legal requirements and the application of generally accepted accounting principles. Although its functions do not end here. Plus analysing the Company’s Corporate Social Responsibility Policy, coordinating the process of reporting non-financial information and diversity, and supervising the strategy for communication and relationships with shareholders and investors.

          For its part, the duty of the Sustainability, Corporate Governance, Appointments and Remuneration Committee is to establish and review the criteria for the composition and remuneration of the Board of Directors, and of the members of the Prosegur Cash management team. It also periodically reviews payment programmes. It also has the power to provide information, advice and proposals on environmental, social and corporate governance matters. While not forgetting the company’s commitment to achieving the United Nations Sustainable Development Goals.

          Prosegur Cash's Corporate Governance is a very broad structure, reinforced by additional internal programmes. It can be seen as a succession of complementary layers. The Regulatory Compliance Programme is one of the most comprehensive. It consists of pre-established procedures, behaviour manuals and training activities, as well as a continuous process of critical evaluation with regards to the prevention of money laundering, defence of competition, unfair competition and other matters.

          In practical terms, it complements and develops the Prosegur Cash Code of Ethics and Conduct. An entire geometry is created from this line. Standardised procedures are in place for all the policies analysed, as well as collegiate, internal, permanent and multidisciplinary supervision and control bodies, such as the Risk and Regulatory Compliance Committees. These bodies ensure the implementation, adoption and execution of the Company's best practices, policies and commitments.

          In October 2021, Prosegur Cash obtained the AENOR Good Corporate Governance Certification with the highest possible rating: G++. This achievement represents recognition of the company in its work to ensure responsible and transparent corporate governance and relationship protocols.

          Annual Corporate Governance Report

          The Annual Corporate Governance Report of Prosegur Cash for 2021 forms part of the Directors’ Report and is presented as a separate document in its correspondent format. It is therefore available on the CNMV and the Prosegur Cash websites from the date of publication of the Annual Accounts.

          Prosegur Cash complies with 62 of the 64 recommendations of the Unified Code of Good Governance of Listed Companies, and partially carries out the remaining two.

          Directors’ Remuneration Report

          The Prosegur Cash Annual Report on Director Remuneration for 2021 forms part of the Directors’ Report and is presented in a separate document in its correspondent format. It is therefore available on the CNMV and the Prosegur Cash websites from the date of publication of the Annual Accounts.

        2. Strategic performance

          At the Prosegur Cash Group we believe that the surest steps are taken by those that adhere to a flexible but well-defined roadmap. For this reason, last spring we presented our Strategic Plan for 2021-2023, a series of key lines of action aimed at consolidating and expanding the global leadership of our company. A springboard for changing the world.

          Perform & Transform are the two key concepts driving the Group's commitment to the immediate future:

          1. Perform because we want to continuously improve the way we do things. We strive to achieve continuous improvement of processes, the generation of operational efficiencies and the requisite flexibility to operate in the post-pandemic context. We set measurable goals and demand specific results in the short and medium term.

          2. Transform because essential focus on immediate performance needs to be compatible with a medium and long-term vision that requires us to adapt to change and offer new responses to the various challenges raised by our clients. In short, it means innovation, optimisation and continuous growth.

      Perform, an operational principle


      ‘Perform’ reflects our insistence on a job well done, our determination to retain and enhance the qualities that have enabled us to maintain our level of excellence for decades. Almost two years of pandemic have demonstrated just how resilient and solid our company really is. For the immediate future, continuous growth means expanding on these strengths and focusing on three priority lines of action:


      Flexible adaptation of our traditional business model to the new reality arising from the

      healthcare crisis, with its expected impact on business volumes and margins.

      Increased efficiency by optimising the cost of our operations and focusing on profitability.

      Improved cash flow by optimising the management of our investments and seeking out new sources of financing.

      Transform, adapting to changes


      ‘Transform’ means building the future by providing our company with a solid technological and innovation structure that consolidates our leadership in the sector. This process is based on four closely connected pillars:


      The transformation of our practices and business model must be based on solid

      technological foundations.

      Starting from technology, we create and underpin a new operating model.

      The result is an innovation model.

      Finally, these transformations must be translated into a far-reaching corporate culture of

      innovation and technological excellence, permeating our entire structure, and reflected in all our day-to-day activities and our relationships with clients.


      Both concepts, which are common to all Prosegur Group business lines, have been adapted to the specific circumstances of the cash management sector, and form a fundamental part of our basic line of action, the pillars of Prosegur Cash.

      That explains why we always ensure our ecosystem of business activities is open to ground-breaking innovation via a process of accelerated transformation operating simultaneously in three different time frames:


      The first is the consolidation of the activities that constitute the company’s core business:

      cash transportation and custody, cash management services and conventional ATM management.

      The second encompasses business lines experiencing rapid growth, such as New Products

      for comprehensive and advanced ATM management, and initiatives like Cash Today and Corban.

      The third consists of innovation and development of new services and products of a more

      disruptive nature, but always aimed at generating high added value, such as our cryptocurrency custody service, Prosegur Crypto.


        1. Innovation and Digital Transformation

          Prosegur Cash, in common with the Prosegur Group as a whole, believes in the transformative power of technology Ours is a company focused on the accelerated and systematic transformation of its entire corporate structure, business lines, processes, equipment, products and services. And achieving this goal necessarily entails a far-reaching and simultaneous cultural transformation. Our aim is to respond to a rapidly changing world with equally rapid progress. We cannot afford to be late for our appointment with the future.

          The Prosegur Group is investing heavily in the development of disruptive technologies. We consider this an area of utmost importance and are determined to spare no resources in achieving this objective. Hence the significance of the fact that the EIB (European Investment Bank) has granted the Group a EUR 57.5 million loan to finance innovation, digitalisation and sustainability projects through to 2023. This not only represents a substantial financial boost, but also a symbolic endorsement of the confidence shown in our transformation and innovation plan by a leading financial institution, for both the Prosegur Group and Prosegur Cash.

          The projects that will receive this financial backing are part of the Innovation and Digital Transformation Plan, which aims to optimise flexibility, processes and operational efficiency. In addition to other initiatives focused on energy efficiency and emissions reduction to meet our Sustainability Master Plan.

          1. Thus do we innovate

            Cash management and in transit is currently at an encouraging technological crossroad. The major advances introduced in the sector in recent years have created a scenario in which a radical transformation of our business is both possible and necessary. We cannot afford to wait.

            For this reason, in the last financial year we have focused on exponentially strengthening our capacity for innovation, while designing a working methodology focused on the development of new products and services. This methodology is built on three basic pillars:


            Desirability (generating desire).

            Feasibility (we ensure it is viable).

            Scalability (we try to make it scalable).


            In practice, this involves listening to clients, identifying their problems and understanding their expectations and necessities. Only through this process of active listening and thorough understanding can we launch products that respond to the real demands of the market. Of course, the product is confirmed with the client and if the result is satisfactory, an action plan is designed that can be implemented on a massive scale.

            Innovation is allowing us to develop new proposals that add value to our clients and makes us stand out from our competitors. Properly protecting this knowledge forms an intrinsic part of the innovation processes.

            To this end, the Prosegur Group has a Corporate Policy as a cornerstone of its Intellectual and Industrial Property. The Intellectual Property Committee is responsible for supervising this Corporate Policy and makes decisions on management and marketing strategy. The Committee is made up of representatives of the Innovation Division; the Global Strategy and Development Division; the Global Media Management Division; the Global Human Resources Management Division; the Tax Division; the Global Institutional Relations Division; the Marketing Division, and the Legal Division.


            1. Emblematic projects

              During 2021 the Prosegur Group has been working on developing and putting into practice more than 30 world-wide applied technological innovation projects. This entails a certified total investment of EUR 26.6 million.

              The basis of all these projects has been our specific knowledge of the security sector, the creativity and technological skills of our equipment and the use of the data available to us. These combined qualities enable us to build a unique proposal for solutions. Alone, in close collaboration with start- ups or in the framework of corporate partnerships, we have become specialists in technological fields such as Artificial Intelligence (AI), Data Science, Internet of Things or blockchain.

              As an independent business line and listed subsidiary of the Group, Prosegur Cash remains highly focused on its transformation projects, which are progressively gaining importance in the company's activity. In 2022, we expect further consolidation of initiatives such as Prosegur Crypto and Cash

              Today, as well as our correspondent banking services and our ATM network. Some of the main initiatives resulting from our firm commitment to ongoing innovation.

              A qualitative leap in the safekeeping of digital files


              Prosegur Crypto, the service launched at the end of 2020, has consolidated a comprehensive, groundbreaking model for digital asset custody which combines our infrastructures and protocols for physical security with the latest cybersecurity and cryptography technologies.

              This initiative is intended to provide a response to the growing frequency and virulence of cyberattacks that focus on cryptocurrencies. It consists of offering institutions, financing institutions, funds, managers or businesses an impregnable space both on a physical and digital level, for protecting management passwords, systems or processes. There our clients can store cryptocurrencies or any other digital assets to be able to manage them safely using a mobile application.

              Its private passwords are stored in that physical infrastructure without being connected to the internet and the assets are protected with military standard cryptographic layers and logical security. Blockchain transactions are also performed without direct internet connection to maximise shielding against any cyberattack.

              This literally involves a bunker located in one of the 550 Prosegur Cash strong rooms around the world, with armoured entrance doors, CCTV, biometric access systems, rooms with insulation monitors and custody by armed guards. It is isolated from any external communication exterior using firewalls with specific settings and the cybersecurity systems have over a hundred protection measures in six integrated layers that prevent any possibility of a physical or cyber-attack.

              Digitalisation of cash


              Cash Today is the digitalisation of cash at the point of sale. It offers automation solutions adapted to both large and small businesses. This service provides our clients with an intelligent and connected safe deposit, which facilitates the immediate crediting of the cash that businesses collect.

              Cash is entered into a machine connected to Prosegur Cash's operating systems and is instantly digitalised and credited to the client's bank account. This allows prompt and efficient monitoring of the cash cycle of the business, avoids the risk of loss, and provides real-time information on all movements made, while also incorporating a counterfeit detection system validated and approved by the European Central Bank.

              It should be noted that in April we reached an agreement with Banco Santander for the joint marketing of Cash Today in Spain. This collaboration allows us to combine the strengths of two leading companies in their respective sectors, and to pass on to the client the advantages of personalised and simplified products, with a single leasing contract and a fixed fee for the entire duration of the contract.

              Self-service solutions


              Prosegur Cash has built the first Self-Service Solutions plant in the Technological Pole of the Argentinian city of Buenos Aires. Measuring more than 4000 square metres, this facility is the first of its kind in LatAm.

              This gigantic innovation hub offers repair services for modules and devices to countries such as Peru, develops transactional software for Australia and the Philippines, and collaborates with Spain in the design of front-end software for ATM networks.

              Emergency action plans to combat financial desertification


              Prosegur Cash is also developing pilot programmes to bring cash to geographical areas where there are no banks or where banks are routinely closing. One of these is the installation of independent multi-service ATMs in rural municipalities in the Spanish province of Salamanca, one of the areas at greatest risk of financial desertification in the country. Seven towns have taken up this initiative, which aside from an immediate economic return, also aims to make life easier for local residents and stimulate activity in local businesses.

              In addition, in 2021 an agreement was reached with the Diputación de Salamanca to provide the provincial library bus service (a travelling library that covers several routes bringing books to 70 sparsely populated rural municipalities) with an onboard cash dispenser so that local residents can carry out basic financial transactions These programmes are in the trial stage and very limited in scope, but may, in the medium term, lead to the extension of similar services to the whole of so- called ‘Empty Spain’, and to other parts of Europe and the world where banks are disappearing or simply non-existent.


            2. Initiatives for collaboration and open innovation

              Canvassing and cooperation with start-ups


              As part of a company commitment to collaborative solutions, 2020 saw the Prosegur Group launch its first edition of the COME IN Open Innovation programme, a pioneering initiative in our sector that seeks to respond to the security challenges of the future. With this, our group wants to open its doors, on a worldwide basis, to the talent and creativity of any company offering innovative and transformative solutions in the field of security

              In the two editions held so far, more than 550 proposals have been presented. The Prosegur Group as a whole is already working with around fifteen of the finalist start-ups from countries such as Spain, South Korea, Finland and the United Kingdom Some of them, such as Luminance, Veridas or Thinger.io, are already part of our business ecosystem.

              In the second edition, technological challenges focused on the specific area of cash management and logistics:


              In the case of Prosegur Cash, a focus on data analysis in armoured vehicle fleets to improve

              their mobility, generate early warnings of possible failures, avoid accidents and reduce environmental impact and fuel consumption.

              In the case of Prosegur Crypto, a focus on potential improvements in the storage and custody system for digital assets, for example, cryptocurrencies.


              Prosegur Tech Ventures


              As a complement to this open innovation program, the Prosegur Group is the only private security conglomerate to have a corporate venture capital (CVC) fund, known as Prosegur Tech Ventures. Funded with EUR 30 million, this project contributes to the financing of new external development trends and technologies which could have a disruptive impact on our sector.

              Other initiatives


              Innovative talent is also present within our organisation and we have set ourselves the goal of bringing it to the surface. With this goal in mind, in 2021 we launched the first edition of our global ideation program: The Best Rocket. The innovation team, in cooperation with the various business areas, set a series of challenges to respond to the needs of each division. By way of an online platform, all employees had the opportunity to propose, comment on and build upon the proposals of their colleagues in order to construct the Prosegur of the future. The results went far beyond all of our expectations. We received 1,135 ideas, more than 7,000 employees from 21 countries have participated at one time or another in the process and, in total we registered more than 40,000 interactions with the ideas presented.

              The 5 projects which were elected, one for each business department, have gone through to the second phase: the global intrapreneurship program. With The Explorer Rocket our aim is to convert the selected proposals into solutions in order to include them in our portfolio of services. To this end, we have put together five teams, in which 27 professionals have worked for six months to create a prototype. Each team received training and guidance from academic experts and from our managers, and they have been able to count on the support of the business units and the Innovation team. During the Innovation workshops, the participants presented their solutions to the committee of experts, who then selected the winners.

              The Prosegur Group has an internal Observatory of technological innovation where highly qualified professionals closely observe the changes and trends that are taking place, and work to identify new opportunities for each of our lines of business.

              In the field of higher education, we cooperate actively with the Connected Industry Department at the Escuela Técnica Superior de Tecnología (ICAI) at the Comillas Pontificia University in Madrid, where we are developing various courses of action. These include the organisation of hackathons and the development of projects with students and researchers from the Prosegur Chair.

              Finally, being part of the Industrial Liaison programme of the prestigious Massachusetts Institute of Technology (MIT) gives us a broad perspective of the latest technological trends, offers us high quality training programs and allows us to make contact with the start-ups emerging from this academic environment, which is so rich and conducive to innovation. We have also signed up, as a cooperating partner, to MIDE (Madrid innovation Driven Ecosystem), an initiative aimed at developing the entrepreneurship and innovation ecosystem in the Madrid region with a global perspective.

          2. This is how we transform

      At Prosegur Cash, we have a digital transformation plan for all of our activities, which we have named the Global Optimum program. In addition to specific initiatives of varying scope, the programme pursues a series of objectives from which we hope to derive future opportunities and levers for growth:


      Bringing continuity to our technological development, thus reducing the risk of obsolescence

      of our IT systems.

      Automating and optimising the monitoring and control of our activities and permitting a homogeneous comparison of business in all the territories where we operate.

      Improving client experience of interaction with Prosegur Cash in order to raise levels of satisfaction with our services.

      Streamlining our financial management and control of such crucial aspects such as OPEX, CAPEX, working capital and revenue guarantees.


      Implementation of this plan is being carried out country by country: we began in Portugal in 2021 and by 2023 we will have extended it to a number of countries which will together represent two thirds of our global income.

      Thinking differently, thinking better


      Prosegur Cash has made notable progress with the introduction of the Agile system, an advanced project development methodology used by the world’s most advanced companies. In essence, it serves to optimise and streamline creative teamwork by segmenting projects so as to allow projects to be tackled in a much faster and more flexible manner.

  2. Business performance and profit/(loss)

    1. Main financial and non-financial indicators


      (Thousands of Euros)


      2021


      2020


      Variation

      Sales


      79,162


      332,850


      (76.2) %

      EBITDA


      48,354


      315,303


      (84.7) %

      Margin


      61 %


      95 %



      PPE depreciation and computer software


      (3,422)


      (3,451)



      EBITA


      44,932


      311,852


      (85.6) %

      Margin


      57 %


      94 %



      Amortisation of other intangible assets


      (378)


      (1,247)



      EBIT


      44,554


      310,605


      (85.7) %

      Margin


      56 %


      93 %



      Financial profit/(loss)


      (16,067)


      (15,071)



      Profit/(loss) before tax


      28,487


      295,534


      (90.4) %

      Margin


      36 %


      89 %



      Taxes


      5,113


      6,461



      Tax rate


      18 %


      2 %



      Net profit/(loss) from ongoing operations


      33,600


      301,995


      (88.9) %

      Net result


      33,600


      301,995


      (88.9) %

      The sales are mainly determined by the dividends received from the investees.


    2. Investments

      All of the Prosegur Cash Group’s investments are analysed by the corresponding technical and operating areas and the management control department, which estimate and examine the strategic importance, return period and yields of the investments before these are approved. Subsequently these are submitted to the Investment Committee for a final decision on whether to proceed with the investment. Investments in excess of EUR 0.6 million are submitted to Prosegur Cash’s Management for approval.

      Amortisation and depreciation charges totalled EUR 3.8 million in 2021 (2020: EUR 4.7 million). Property, plant and equipment accounts for EUR 0.4 million (2020: EUR 0.3 million) to computer software EUR 3.0 million (2020: EUR 3.1 million) and other intangible fixed assets EUR 0.4 million (2020: EUR 1.2 million).

      EUR 0.2 million was invested in property, plant and equipment in 2021 (2020: EUR 1.3 million). Investment of EUR 7 thousand was also made in computer software (2020: EUR 2.7 million).


    3. Personnel

      The company's personnel as of 31 December 2021 was 56 employees (52 in 2020).

    4. Environmental issues

      At the end of 2021, the Company has no environment-related contingencies, legal claims or income and expenses relating to the environment.

  3. Liquidity and capital resources

    1. Liquidity

      Prosegur Cash keeps a reasonable level of liquid reserves and a great financing capacity available to ensure flexibility and rapidity in meeting the requirements of working capital, of investing capital or inorganic growth.

      At 31 December 2021 and at the consolidated level, the Prosegur Cash Group has available liquidity in the amount of EUR 730.7 million (2020: EUR 676.0 million). This amount is mainly compound by:


      EUR 250.8 million of cash and cash equivalents (2020: EUR 401.8 million).

      EUR 300 million of non-current credit available, relating to the drawable syndicated loan arranged on 10 February 2017 (2020: EUR 145.0 million).

      Other unused credit facilities for EUR 179.9 million (2020: EUR 129.2 million).


      This liquidity figure accounts for 48.11% of consolidated annual sales (2020: 44.8%), which ensures both the short-term financing needs and the growth strategy.

      The efficiency measures of internal administrative processes implemented in recent financial years have helped to substantially improve business cash flow. The maturity profile of the Prosegur Cash debt is in line with its capacity to generate cash flow to pay it.

    2. Capital resources

      The structure of the long-term financial debt is determined by the following contracts:


      On 10 February 2017 Prosegur Cash S.A. arranged a new five-year syndicated credit financing facility of EUR 300 million to provide the company with long-term liquidity. On 7 February 2019 this syndicated credit facility was renewed, and its maturity extended by another 5 years. In February 2020 the maturity was extended until February 2025. Additionally, in February 2021, the maturity was extended again until February 2026. At 31 December 2021, no amount related to this operation had been drawn down (EUR 155 million at 31 December 2020).



      On 28 April 2017, Prosegur Cash, via its subsidiary Prosegur Australia Investments Pty, arranged a syndicated credit financing facility in the amount of AUD 70 million. The first maturity was in the first half of 2021 for AUD 10 million. The second and third will be in 2022 and 2023.

      At 31 December 2021, the drawn down capital corresponding to the loan amounts to AUD 60 million (at 31 December 2021 equivalent to: EUR 38.4 million). At 31 December 2020, the drawn down capital corresponding to the loan amounts to AUD 70 million (at 31 December 2020 equivalent to EUR 44.04 million).



      On 4 December 2017, Prosegur Cash, S.A. launched a EUR 600 million bond issue maturing on 4 February 2026. The bonds trade in the secondary market – the Irish Stock Exchange – accruing an annual coupon of 1.38%, payable at the end of each year.

      On 2 June 2021, Prosegur Cash, via its subsidiary in Peru Prosegur Compañía de Seguridad SA, arranged a financing operation in the amount of PEN 300 million for a five- year term. At 31 December 2021, the drawn down capital was PEN 270 million (at 31

      December 2021 equivalent to: EUR 59.6 million).


      Gross non-current financial debt (excluding other non-bank payables corresponding to deferred payments for acquisitions) with maturities of longer than one year at the end of 2021 amounts to EUR

      608.5 million (2020: EUR 755.2 million), basically supported by the bond issued on 4 December 2017 and maturing in 2026.

      Gross current financial debt (excluding other non-bank payables corresponding to deferred payments for acquisitions) amounts to EUR 81.2 million (2020: EUR 103.4 million).

      The current and non-current maturities of gross financial debt are distributed as follows:


      In 2021 financial debt had an average cost of 1.25% (2020: 1.12%).

      Net financial debt (excluding other non-bank borrowings corresponding to deferred payments for M&A) at 2021 year-end amounts to EUR 642.8 million (2020: EUR 673.2 million).

      Below is a comparison of gross debt and net debt (excluding deferred payments for M&A) from 2020 and 2021:



      No significant changes are expected in 2021 in regard to the structure of own funds and capital or in regard to the relative cost of capital resources in relation to the financial year ended 31 December 2020.

    3. Analysis of contractual obligations and off balance sheet obligations

      Note 26 of the Consolidated Annual Accounts includes the amounts of future minimum payments arising from operating lease contracts by maturity tranches.

      Additionally, as indicated in Note 25 of the Consolidated Annual Accounts, Prosegur Cash Group issues third party guarantees of a commercial and financial nature. The total amount of guarantees issued at 31 December 2021 amounts to EUR 215.0 million (2020: EUR 293.9 million).

  4. Risk management

    Prosegur Cash is a complex, diversified organisation operating in 20 countries on four continents, and as such it is exposed to numerous risk factors associated with the nature of each of those markets, including financial risks. Note 3 of the Consolidated Directors' Report includes a more detailed breakdown of the Group’s risk management.

    Financial risk management is handled by the Financial Department with the back-up of other company departments. These financial risks can be broken down into the following specific categories:

    Interest rate

    Related to monetary assets and liabilities on the balance sheet of Prosegur Cash. To monitor them we carry out a dynamic analysis of our exposure to fluctuating rates and simulation of scenarios which take into, consideration refinancing, the renewal of current positions at any given time, alternative financing and hedging. On the basis of each scenario, we calculate the effect on the profit/(loss) of a specific variation of the interest rate.

    The different simulations use the same variation in the interest rate for all currencies and they are only performed on liabilities that represent the most significant positions subject to variable interest. Note 14 of the Prosegur Cash Individual Annual Accounts contains a breakdown of the different financial liabilities at floating interest rates.

    Exchange rate risk

    The natural coverage made by Prosegur Cash is based on the capital expenditure requirements being in line with the operating cash flow generated and the feasibility of regulating the pace of investment made in each country based on operating requirements.

    Foreign currency operations - which are inherent to our international expansion - expose us to this type of risk associated to future trade transactions, equity investments, profit/(loss) from operating activities and financial positions when these factors are denominated in a foreign currency other than the functional currency of each of the Prosegur Cash companies.

    To control exchange rate risk as far as possible, we use instruments that balance and neutralise the risks associated with the monetary in- and outflows of assets and liabilities, taking market expectations into consideration. We also use the strategy of not hedging the equity investments in those countries, in this way assuming the risk relating to the translation to Euros of the assets and liabilities denominated in those foreign currencies.

    Note 24 of the Prosegur Cash’s Individual Annual Accounts reflects the value of financial liabilities by currency.

    Credit risk

    In our business we are not significantly exposed to credit risk and the percentage of defaults in payment is of no great relevance. If clients have been classified individually, those ratings are used; otherwise, our credit control department assesses the client’s credit rating on the basis of its financial position, past experience or the impairment for credit risk based on the expected loss, amongst other factors. The individual credit limits are in line with those established by the Financial Department and consistent with internal and external ratings.

    We also use methods for detecting objective evidence of impairment on trade receivables and, as a result, to identify any delays in payment deadlines and establish the impairment loss based on the individualised analysis for each business area.

    Liquidity risk

    To ensure prudent management of this risk we hold a certain amount of cash and marketable securities, as well as sufficient short-, medium- and long-term financing through credit facilities to assure our business targets. The Financial Department supervises the company’s liquidity reserve forecasts, which comprise credit drawdowns and available cash and cash equivalents, based on expected cash flows.

    Capital risk

    Our management strategy against this key factor is to safeguard our ability to generate a return to shareholders and profits for other holders of equity instruments, in addition to maintaining and adjusting an optimum capital structure and reducing the costs of this. In this latter aspect, Prosegur Cash can adjust the amount of dividends payable, reimburse capital to shareholders, issue new shares or dispose of assets to reduce debt.

    In line with habitual practice in the sector, we keep track of capital in accordance with the leverage ratio - net financial debt divided by total capital - with the aim of streamlining our financial structure.

    Prosegur calculates net financial debt with the total current and non-current financial liabilities (excluding other non-bank payables) plus/minus net derivative financial instruments, minus cash and cash equivalents, and minus other current financial assets. And the formula for calculating total capital is equity plus net financial debt.

    Counterparty risk limits

    Financial investments and other operations are carried out with defined rating entities and financial transaction framework agreements are entered into (CMOF or ISDA). The counterparty risk limits are clearly defined in the corporate policies of the Financial Department and updated credit limits and levels are periodically published.

  5. Average payment period to suppliers

    The average payment period to suppliers in 2021 was 47 days (2020: 59 days).

  6. Important circumstances after the reporting period

    No subsequent events have taken place following the close of financial year 2021 that might suppose any significant change to the presentation of the Annual Accounts.

  7. Acquisition and disposal of own shares

    On 23 February 2021, the Company agreed to temporarily suspend the execution of the own share buyback programme of Prosegur Cash, S.A., which was approved by the Board of Directors of the Company on 3 June 2020.

    Additionally, under the agreement adopted by the Board of Directors of the Company on 23 February 2021, the Company has implemented a new own share buyback programme (the Programme) under the provisions of Regulation (EU) No. 596/2014 on market abuse and Commission Delegated Regulation (EU) 2016/1052 (the Regulations), making use of the authorisation granted by the Shareholders General Meeting held on 6 February 2017 for the purchase of own shares, in order to meet the commitments and obligations derived from the remuneration plans in shares for the Company’s executive directors and employees.

    The Programme had the following features:

    1. Maximum amount allocated to the Programme: EUR 28,000 thousand.

    2. Maximum number of shares that can be acquired: up to 14,000,000 shares representing approximately 0.91% of the Company’s share capital on the date of the agreement.

    3. Maximum price per share: shares will be purchased in compliance with the price and volume limits established in the Regulations. In particular, the Company cannot buy shares at a price higher than the highest of the following: (i) the price of the last independent trade; or (ii) that corresponding to the highest current independent bid on the trading venues where the purchase is carried out.

    4. Maximum volume per trading session: in so far as volume is concerned, the Company did not purchase more than 25% of the average daily volume of the shares in any one day on the trading venues on which the purchase was carried out.

    5. Duration: the Programme has a maximum duration of one year. Notwithstanding the above, the Company reserves the right to conclude the Programme if, prior to the end of said maximum term of one year, it had acquired the maximum number of shares authorised by the Board of Directors, if it had reached the maximum monetary amount of the Programme or if any other circumstances arise that call for it.

    The main manager of the programme is an investment company or a credit institution that takes its decisions in relation to the timing of the purchase of the Company’s shares irrespective of the Company.

    On 2 August 2021, Prosegur Cash, S.A. acquired a total of 14,000,000 shares representing approximately 0.92% of its share capital at that date, achieving the target of the Programme and therefore bringing the Programme to a close before the deadline set for its term.

    On 20 December 2021 the Board of Directors decided to implement an own share buyback programme in the terms of Regulation (EU) no. 596/2014 on market abuse and the Commission Delegated Regulation 2016/1052, making use of the authorisation granted by the Shareholders General Meeting held on 2 June 2021 for the purchase of own shares, for the purpose of redeeming

    them pursuant to a share capital reduction resolution which will be submitted for the approval of the next Shareholders General Meeting.

    The Programme has the following features:

    1. Maximum amount allocated to the Programme: EUR 15,000 thousand.

    2. Maximum number of shares that can be acquired: up to 22,844,200 shares representing approximately 1.5% of the Company’s share capital on the date of the agreement.

    3. Maximum price per share: shares were purchased in compliance with the price and volume limits established in the Regulations. In particular, the Company cannot buy shares at a price higher than the highest of the following: (i) the price of the last independent trade; or (ii) the highest current independent bid on the trading venues where the purchase is carried out.

    4. Duration: the Programme has a maximum duration of one year. Notwithstanding the above, the Company reserves the right to conclude the Programme if, prior to the end of said maximum term of one year, it had acquired the maximum number of shares authorised by the Board of Directors, if it had reached the maximum monetary amount of the Programme or if any other circumstances arise that call for it.

    The main manager of the programme is an investment company or a credit institution that takes its decisions in relation to the timing of the purchase of the Company’s shares irrespective of the Company.

    In addition, the majority shareholder of the Company, the entity Prosegur Compañía de Seguridad, S.A., and its 100%-owned investee, the company Prosegur Asset Management, S.A., holders of 79.2% of the share capital, have expressed their intention to not sell shares in Prosegur Cash during the coming months.

    At 31 December 2021, the treasury stock held by Prosegur Cash, S.A. is composed of 18,198,819 shares (2020: 23,436,659 shares).

  8. Alternative Performance Measures

    In order to meet ESMA guidelines on Alternative Performance Measures (hereinafter, APMs), the Prosegur Cash Group presents this additional information to enhance the comparability, reliability and understanding of its financial reporting. The company presents its profit/(loss) in accordance with International Financial Reporting Standards (IFRS-EU). However, Management considers that certain alternative performance measures provide additional useful financial information that should be taken into consideration when assessing its performance. Management also uses these APMs to make financial, operating and planning decisions, as well as to assess the Company's performance. The Prosegur Cash Group provides those APMs it deems appropriate and useful for users to make decisions and those it is convinced represent a true and fair view of its financial information.


    APM

    Definition and calculation

    Purpose


    CAPEX


    Capex (Capital Expenditure) is the expense that a company incurs in capital goods and that creates benefits for the company, whether through the acquisition of new fixed assets or by means of an increase in the value of fixed assets already in existence. CAPEX includes additions of property, plant and equipment as well as additions of computer software of the intangible assets.

    CAPEX is an important indicator of the life cycle of a company at any given time. When the company grows rapidly, the CAPEX will be greater than fixed asset depreciations, which means that the value of the capital goods is increasing rapidly. On the other hand, when the CAPEX is similar to the depreciations or even less, it is a clear sign that the company is decapitalising and may be a symptom of its clear decline.

    EBIT margin

    The EBIT margin is calculated by dividing the operating profit/(loss) of the company by the total figure of revenue.

    The EBIT margin provides the profitability obtained of the total revenue accrued.


    Net Financial Debt

    The Company calculates financial debt as the sum of the current and non-current financial liabilities (including other payables corresponding to deferred M&A payments and financial liabilities with Group companies) minus cash and cash equivalents, minus current investments in group companies and minus other current financial assets.


    The net debt provides the gross debt less cash in absolute terms of a company.


    EBITA

    EBITDA is calculated on the basis of the profit/(loss) for the period without including the profit/(loss) after taxes from discontinued operations, taxes on earnings, financial income or costs, or depreciations of Goodwill or the amortisation of intangible assets but including the depreciation of computer software.


    The EBITA provides an analysis of earnings before taxes, tax burden and amortisation of intangible assets.


    EBITDA


    EBITDA is calculated on the basis of the profit/(loss) for the period for a company, excluding earnings after taxes from discontinued operations, income taxes, financial income or costs, and amortisation expenses or depreciation on goodwill.

    The purpose of the EBITDA is to obtain a fair view of what the company is earning or losing in the business itself. The EBITDA excludes variables not related to cash that may vary significantly from one company to another depending upon the accounting policies applied. Amortisation is a non- monetary variable and thereof of limited interest for investors.

    The reconciliation of Alternative Performance Measures is as follows:


    CAPEX (in thousands of Euros)


    31/12/2021


    31/12/2020

    Technical installations and machinery


    1


    Other installations and furniture


    198


    924

    Other property, plant and equipment


    25


    375

    Work in progress and advances


    4


    Additions of property, plant and equipment


    228


    1,299

    Additions of computer software


    7


    2,675

    Total CAPEX


    235


    3,974


    EBIT margin (in thousands of Euros)



    31/12/2021



    31/12/2020

    EBIT


    44,554


    310,605

    Revenue


    79,162


    332,850

    EBIT margin


    56.3 %


    93.3 %


    Net financial debt (in thousands of Euros)



    31/12/2021



    31/12/2020

    Financial liabilities (A)


    689,628


    858,574

    Cash and cash equivalents (B)


    (9,973)


    (161,947)

    Less: Other current financial assets (C)



    Total Net Financial Debt (A+B+C)


    679,655


    696,627

    Less: Other non-bank borrowings (D)


    (36,900)


    (23,415)

    Total Net Financial Debt (excluding other non-bank borrowings referring to deferred M&A payments (A+B+C+D)


    642,755


    673,212


    EBITA (In thousands of Euros)



    31/12/2021



    31/12/2020

    Profit/(loss) for the year


    33,600


    301,995

    Income tax


    (5,113)


    (6,461)

    Net financial expenses


    16,067


    15,071

    PPE depreciation and computer software


    378


    1,247

    EBITA


    44,932


    311,853


    EBITDA (In thousands of euros)



    31/12/2021



    31/12/2020

    Profit/(loss) for the year


    33,600


    301,995

    Income tax


    (5,113)


    (6,461)

    Net financial expenses


    16,067


    15,071

    Depreciation and amortisation


    3,800


    4,698

    EBITDA


    48,354


    315,303

  9. Other significant information

    Stock market information

    Prosegur Cash defends a clear orientation in its business strategy. Create value for shareholders, increase profits/(loss) and provide transparency. Apart from these qualities are our seriousness and credibility.

    The Company’s corporate website features the policy that governs its relationship with shareholders and investors, as approved by its Board of Directors. Our unwavering commitment: to promote open, effective communication with all shareholders. But most especially, at all times, clarity and coherence of the information we provide. The intention is to maintain transparent and regular contact with its shareholders so as to nurture mutual understanding of both parties.

    Transparency has its own path. Prosegur Cash seeks to make that quality the identifying feature of all strategic and financial communications. An open, coherent space. Wherever possible, using language that is easy to understand and which, in turn, shows a true, balanced and understandable view of the situation and prospects of the company.

    Naturally, as part of this open doors proposal, the company would like to receive comments and suggestions that contribute to its improvement. The path is clearly mapped out. Investors can address the company using the specific channels available on the web site and/or the facility known as the ‘investor communication policy’.

    Logically, 2021 has continued to be compromised, both in the social and the economic aspect, by the heavy impact of the pandemic. Despite this adverse scenario, Prosegur Cash, as part of its objective of holding meetings, even if they cannot be face-to-face, has replaced them by online meetings and gatherings. The outcome has been a level of contact with the shareholders and investors very similar to that of previous years.

    Prosegur Cash presents its quarterly results via webcast hosted on its website. This is one of the ways for keeping the investment community properly informed. These presentations of results are led by the Chief Financial Officer, the Director of Investor Relations, and, when it is necessary to make an annual assessment, by the Managing Director.

    On ESG, which is a key issue these days, Prosegur Cash continuously provides detailed information to any shareholders, private and institutional investors, stock market analysts and proxy advisors who request it. The road map has been drawn up following face-to-face meetings or by telephone. In fact, the company has responded to questions related to its Sustainability Policy, its commitment to the environment, labour relations and respect of human rights. So much so that Prosegur Cash has participated in the procedures required by the main ESG ratings for the elaboration of its reports.

    Looking back, Prosegur Cash forms part of the FTSE4Good IBEX index since 2019. This indicator independently assesses and classifies the companies that best manage sustainability and meet Standards of Good Practice and Corporate Social Responsibility.

    Analysts coverage

    The number of analysts who cover and regularly inform on the company went up during 2021. To be specific, there are 14 firms that punctually follow the activity of Prosegur Cash.


    Share evolution

    Last year was characterised by a high volatility in the financial markets. On 31 December 2021, Prosegur Cash’s share price closed at EUR 0.63, i.e. 22% lower than in the previous December. Nevertheless, during the first nine months of the year, the share price was varying in the support levels between EUR 0.80 and 0.70, which demonstrates its strength.

    It is also a much lower drop than that recorded (41%) during 2020. Without doubt, the share price was adversely affected in the last quarter due to the emergence of the Omicron variant and the doubts this has generated on business activity. A generalised trend in the stock markets and which is expected to be circumstantial.

    Main shareholders

    The shareholding structure of Prosegur Cash reflects its solidity and stability. At 31 December 2021, 79.28% of the company capital belonged directly or indirectly to Prosegur, 1.19% were own shares and the remaining 19.53% was free float.

    This shareholding arrangement allows the Board of Directors to be the management body to define the strategic lines and take decisions in line with the interests of all its shareholders. A solid and stable shareholder base brings enormous advantages. Because as it is made up of important shareholders and institutional investors, it creates the ideal conditions for Prosegur Cash to develop its project and achieve its objectives.


    Geographical distribution of free float

    The free-float capital of the Prosegur Cash business line (excluding that controlled by the Prosegur Group and treasury stock) is widely accepted among both investors from different countries. The distribution according to nationality, in spite of the dominance of Spain and United States, is very


    varied.


  10. Statement of Non-financial Information

The Statement of Non-financial Information of Prosegur Cash, S.A. is described in the Consolidated Directors’ Report of Prosegur Cash.

STATEMENT OF RESPONSIBILITY FOR THE ANNUAL FINANCIAL REPORT OF 2021

The members of the Board of Directors of Prosegur Cash, S.A. hereby confirm that, to the best of its knowledge, the Individual Annual Accounts for 2021, authorised for issue by the Board of Directors at the meeting held on 22 February 2022 and prepared in accordance with applicable accounting principles and the European Unique Electronic Format, present fairly the equity, financial position and profit/(loss) of Prosegur Cash, S.A., and that the respective individual Directors’ Reports provides a reliable analysis of the Company's performance and results and the position of Prosegur Cash, S.A., together with the main risks and uncertainties facing the Company.

Madrid, 22 February 2022.


Mr Christian Gut Revoredo

Mr Pedro Guerrero Guerrero

Executive President

Vice-president


Mr José Antonio Lasanta Luri


Ms Chantal Gut Revoredo

Managing Director

Director


Mr Antonio Rubio Merino


Mr Claudio Aguirre Pemán

Director

Director


Ms María Benjumea Cabeza de Vaca


Ms Ana Inés Sainz de Vicuña Bemberg

Director

Director


Mr Daniel Guillermo Entrecanales Domecq


Director


DIRECTORS’ RESPONSIBILITY OVER THE

ANNUAL ACCOUNTS

The Annual Accounts of Prosegur Cash, S.A. are the responsibility of the Directors of the Company and have been prepared in accordance with General Accounting Plan endorsed by Spain.

The Directors are responsible for the completeness and objectivity of the Annual Accounts, including the estimates and judgements included therein. They fulfil their responsibility mainly by establishing and maintaining accounting systems and other regulations, supporting them adequately using internal accounting controls. These controls have been designed to provide reasonable assurance that the Company's assets are protected, that transactions are performed in accordance with the authorisations and regulations laid down by Management and that accounting records are reliable for the purposes of drawing up the Annual Accounts. The automatic correction and control mechanisms are also a relevant part of the control environment, insofar as corrective action is taken when weaknesses are observed. Nevertheless, an effective internal control system, irrespective of how perfect its design may be, has inherent limitations, including the possibility of circumventing or invalidating controls, and can therefore provide only reasonable assurance in relation with preparation of the Annual Accounts and the protection of assets. However, the effectiveness of internal control systems may vary over time due to changing conditions.

The Company evaluated its internal control system at 31 December 2021. Based on this evaluation, the Directors believe that existing internal accounting controls provide reasonable assurance that the Company's assets are protected, that transactions are performed in accordance with the authorisations laid down by Management, and that the financial records are reliable for the purposes of drawing up the Annual Accounts.

Independent auditors are appointed by the shareholders at their Shareholders General Meeting to audit the Annual Accounts, in accordance with the technical standards governing the audit profession. Their report, with an unqualified opinion, is attached separately. Their audit and the work performed by the Company's internal services include a review of internal accounting controls and selective testing of the transactions. The Company's management teams hold regular meetings with the independent auditors and with the internal services in order to review matters pertaining to financial reporting, internal accounting controls and other relevant audit-related issues.


Mr Javier Hergueta Vázquez Chief Financial Officer


® PROSEGUR

CASH www.prosegurcash.com