Årsrapport Miki Pekka Tapio Aho 2023-06-30 Revisionspåtegning Regnskabsklasse B Beierholm Voergaardvej 2 9200 Aalborg SV 2021-01-01 2021-12-31 2022-01-01 2022-12-31 73128110 Danone A/S Rørmosevej 2 A 3450 Allerød Allerød Mazars Statsautoriseret Revisionspartnerselskab 31061741 Midtermolen 1, 2. tv. 2100 København Ø Danmark true We have on this day presented the annual report for the financial year 01.01.22 - 31.12.22 for Danone A/S. The annual report is presented in accordance with the Danish Financial Statements Act (Årsregnskabsloven). In our opinion, the financial statements give a true and fair view of the company's assets, liabilities and financial position as at 31.12.22 and of the results of the company's activities for the financial year 01.01.22 - 31.12.22. We believe that the management's review includes a fair review of the matters dealt with in the management's review. The annual report is submitted for adoption by the general meeting. Allerød 2023-06-26 Miki Pekka Tapio Aho Richard Luiz Trechman Chairman Miki Pekka Tapio Aho Maxime Komardine To the Shareholder of Danone A/S Opinion We have audited the financial statements of Danone A/S for the financial year 01.01.22 - 31.12.22, which comprise the income statement, balance sheet, statement of changes in equity and notes to the financial statements, including a summary of significant accounting policies. The financial statements are prepared in accordance with the Danish Financial Statements Act (Årsregnskabsloven). In our opinion the financial statements give a true and fair view of the company's assets, liabilities and financial position at 31.12.22 and of the results of the company's operations for the financial year 01.01.22 - 31.12.22 in accordance with the the Danish Financial Statements Act (Årsregnskabsloven). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the “Auditor’s responsibilities for the audit of the financial statements” section of our report. We are independent of the company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Management is responsible for management’s review. Our opinion on the financial statements does not cover management’s review, and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read management’s review and, in doing so, consider whether management’s review is materially inconsistent with the financial statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether management’s review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that management’s review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Acts. We did not identify any material misstatement of management’s review. The Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the Danish Financial Statements Act. Furthermore the Management is responsible for the internal control as the Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is 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 in preparing the financial statements unless management either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. Our objectives are to obtain reasonable assurance about whether the financial statements 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 International Standards on Auditing and the additional requirements applicable in Denmark 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 financial statements. As part of an audit conducted in accordance with International Standards on Auditing and the additional requirements applicable in Denmark, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. Conclude on the appropriateness of management’s use of the going concern basis of accounting in preparing the financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. Evaluate the overall presentation, structure and contents of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that gives a true and fair view. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. København Ø 2023-06-26 Nicklas Rasmussen State Authorized Public Accountant mne43474 Primary activities Danone A/S activities consist of selling and distributing products in Specialized Nutrition (SN) and Essential Dairy & Plant-Based (EDP) categories. Danish Specialized Nutrition business focuses on medical nutrition and devices for people afflicted with certain illnesses or frail elderly people. We deliver our products through various sales channels including hospitals, nursing homes, wholesalers, and pharmacies as well as directly to patients at home. Essential Dairy & Plant-Based business focuses on fresh fermented dairy products and plant-based products in drinkable and spoonable formats. Primary sales channels are grocery retailers and HoReCa channels, while biggest brands include Alpro, Actimel, Activia. Significant changes in the company's activities The company has purchased the operating activity per 01.11.2022 at the sister company, which causes an increase in activity and recognition of goodwill for 2022. Development in activities and financial affairs The income statement for the period 01.01.22 - 31.12.22 shows a profit/loss of DKK 8,565,102 against DKK 832,600 for the period 01.01.21 - 31.12.21. The balance sheet shows equity of DKK 18,447,996. Subsequent events No important events affecting the financial statements for 2022 have occurred after the end of the financial year. 148793361 124700882 76752 2273751 79173312 73252158 26050467 29552190 43646334 24170285 28369698 22037646 8472280 1457918 6804356 674721 4702935 479705 1362029 166944 10145262 987482 1580160 154882 8565102 832600 8565102 832600 984 36517 264642104 0 264643088 36517 14720414 7110123 14720414 7110123 908667 541309 908667 541309 280272169 7687949 9211919 6230633 9211919 6230633 47386158 15031525 4658911 8207607 0 76137 6129361 189829 0 208483 58174430 23713581 833417 857296 68219766 30801510 348491935 38489459 500000 500000 17947996 9382894 18447996 9882894 7519825 0 7519825 0 14997982 5482382 296029993 12815814 11496139 9824985 0 483384 322524114 28606565 322524114 28606565 348491935 38489459 8565102 500000 17947996 27653109 21691408 242346 90960 474243 255278 35 28 4235260 450322 424273 29383 43402 0 1277945 533 84084 105928 0 60483 7595962 228724 -17201 -91043 371767 0 271096789 371767 271096789 -335250 0 -35533 -6454685 -370783 -6454685 984 264642104 0 0 10751502 9665151 -313898 20102755 -3641377 -1982064 241100 -5382341 14720414 The annual report is presented in accordance with the provisions of the Danish Financial Statements Act (Årsregnskabsloven) for enterprises in reporting class B with application of provisions for a higher reporting class. Income is recognised in the income statement as earned, including value adjustments of financial assets and liabilities. All expenses, including depreciation, amortisation, impairment losses and write-downs, are also recognised in the income statement. Assets are recognised in the balance sheet when it is probable that future economic benefits will flow to the company, and the value of such assets can be measured reliably. Liabilities are recognised in the balance sheet when it is probable that future economic benefits will flow from the company, and the value of such liabilities can be measured reliably. On initial recognition, assets and liabilities are measured at cost. Subsequently, assets and liabilities are measured as described for each item below. On recognition and measurement, account is taken of foreseeable losses and risks arising before the date at which the annual report is presented and proving or disproving matters arising on or before the balance sheet date. Newly acquired or newly founded enterprises are recognised as from the date of acquisition and the date of foundation, respectively. The date of acquisition is the date at which control of the enterprise is obtained. Divested or discontinued enterprises are recognised until the date of divestment or discontinuation. The date of discontinuation is the date at which control of the enterprise passes to a third party. Acquired enterprises are recognised in accordance with the acquisition method, according to which the identifiable assets and liabilities of the newly acquired enterprises are measured at fair value at the date of acquisition. All assets and liabilities will be transferred from the Danish Branch to Danone A/S by way of a business transfer agreement (“BTA”) to be entered into between Danone A/S (as the buyer) and Danone AB (as the seller). Transfer have been carried out as out as a taxable transfer of the assets and liabilities. The goodwill (positive difference) determined at the date of acquisition is recognised under intangible assets. Goodwill from acquired enterprises is adjusted until 12 months after the acquisition date. The annual report is presented in Danish kroner (DKK). Lease payments relating to operating leases are recognised in the income statement on a straight-line basis over the lease term. As basis for interpretation for recognition of leases the company has applied IAS 17. Income from the sale of goods is recognised in the income statement if delivery has taken place and the risk has passed to the buyer before the end of the financial year and where the selling price can be determined reliably and is expected to be paid. Revenue is measured at fair value and is determined exclusive of VAT and other taxes collected on behalf of third parties and less discounts. As basis for interpretation for revenue recognition the company has applied IAS 18. Other operating income comprises income of a secondary nature in relation to the enterprise’s activities, including rental income, negative goodwill and gains on the sale of intangible assets and property, plant and equipment. Costs of raw materials and consumables comprise raw materials and consumables used for the year as well as any changes in inventories, including any inventory wastage. Write-downs of inventories of raw materials and consumables are also recognised under raw materials and consumables to the extent that these do not exceed normal write-downs. Other external expenses comprise costs relating to distribution, sales and advertising and administration, premises and bad debts to the extent that these do not exceed normal write-downs. Staff costs comprise wages and salaries as well as other staff-related costs. The depreciation and amortisation of intangible assets and property, plant and equipment aim at systematic depreciation and amortisation over the expected useful lives of the assets. Assets are depreciated and amortised according to the straight-line method based on the following expected useful lives and residual values: Goodwill is amortised over 7 years. The useful life has been determined in consideration of the expected future net earnings of the enterprise or activity to which the goodwill relates. The basis of depreciation and amortisation is the cost of the asset less the expected residual value at the end of the useful life. Moreover, the basis of depreciation and amortisation is reduced by any impairment losses. The useful life and residual value are determined when the asset is ready for use and reassessed annually. Intangible assets and property, plant and equipment are impaired in accordance with the accounting policies referred to in the ‘Impairment losses on fixed assets’ section. Interest income and interest expenses etc. are recognised in other net financials. The current and deferred tax for the year is recognised in the income statement as tax on the profit/loss for the year with the portion attributable to the profit/loss for the year, and directly in equity with the portion attributable to amounts recognised directly in equity. The company is jointly taxed with Danish and foreign consolidated enterprises. The parent is the administration company for the joint taxation and thus settles all income tax payments with the tax authorities. In connection with the settlement of joint taxation contributions, the current Danish income tax is allocated between the jointly taxed enterprises in proportion to their taxable incomes. This means that Danish enterprises with a tax loss receive joint taxation contributions from other Danish enterprises which have been able to use this loss to reduce their own taxable profit. Danish enterprises using tax losses of foreign enterprises settle the joint taxation contribution for the tax loss used with the administration company in which the retaxation balance is recognised as a deferred tax liability. Completed development projects Development projects are recognised in the balance sheet where the project aims at developing a specific product or a specific process, intended to be produced or used, respectively, by the company in its production process. On initial recognition, development projects are measured at cost. Cost comprises the purchase price plus expenses resulting directly from the purchase, including wages and salaries directly attributable to the development projects until the asset is ready for use. Interest on loans arranged to finance development projects in the development period is not included in the cost. Other development projects and development costs are recognised in the income statement in the year in which they are incurred. Development projects are subsequently measured in the balance sheet at cost less accumulated amortisation and impairment losses. Completed development projects are amortised using the straight-line method based on useful lives, which are stated in the ‘Depreciation, amortisation and impairment losses’ section. Acquired rights Aquired rights are measured in the balance sheet at cost less accumulated amortisation and impairment losses. Acquired rights are amortised using the straight-line method based on useful lives, which are stated in the ‘Depreciation, amortisation and impairment losses’ section. Goodwill Goodwill is measured in the balance sheet at cost less accumulated amortisation and impairment losses. Goodwill is amortised using the straight-line method based on useful lives, which are stated in the ‘Depreciation, amortisation and impairment losses’ section. Gains and losses on the disposal of intangible assets Gains and losses on the disposal of intangible assets are determined as the difference between the selling price, if any, less selling costs and the carrying amount at the date of disposal. Property, plant and equipment comprise other fixtures and fittings, tools and equipment. Property, plant and equipment are measured in the balance sheet at cost less accumulated depreciation and impairment losses. Cost comprises the purchase price and expenses resulting directly from the purchase until the asset is ready for use. Interest on loans arranged to finance production is not included in the cost. Property, plant and equipment are depreciated using the straight-line method based on useful lives and residual values, which are stated in the ‘Depreciation, amortisation and impairment losses' section. Gains and losses on the disposal of property, plant and equipment are determined as the difference between the selling price, if any, less selling costs and the carrying amount at the date of disposal less any costs of disposal. The carrying amount of fixed assets which are not measured at fair value is assessed annually for indications of impairment over and above what is reflected in depreciation and amortisation. If the company's realised return on an asset or a group of assets is lower than expected, this is considered an indication of impairment. If there are indications of impairment, an impairment test is conducted of individual assets or groups of assets. The assets or groups of assets are impaired to the lower of recoverable amount and carrying amount. The higher of net selling price and value in use is used as the recoverable amount. The value in use is determined as the present value of expected net cash flows from the use of the asset or group of assets as well as expected net cash flows from the sale of the asset or group of assets after the expiry of their useful lives. Impairment losses are reversed when the reasons for the impairment no longer exist. Impairment losses on goodwill are not reversed. Inventories are measured at cost calculated according to the FIFO-method. Inventories are written down to the lower of cost and net realisable value. The cost of raw materials and consumables as well as goods for resale is determined as purchase prices plus expenses resulting directly from the purchase. The net realisable value of inventories is determined as the selling price less costs of completion and costs necessary to make the sale and is determined taking into account marketability, obsolescence and the expected development in the selling price. Receivables are measured at amortised cost, which usually corresponds to the nominal value, less write-downs for bad debts. Write-downs for bad debts are determined based on an individual assessment of each receivable if there is no objective evidence of individual impairment of a receivable. As basis for interpretation regarding impairment of receivables, the company has applied IAS 39. Deposits recognised under assets comprise deposits paid to the lessor under leases entered into by the company. Prepayments recognised under assets comprise costs incurred in respect of subsequent financial years. Cash includes deposits in bank account. The net revaluation of equity investments measured according to the equity method is recognized in the net revaluation reserve in equity according to the equity method to the extent that the carrying amount exceeds the cost. Current tax payable and receivable is recognised in the balance sheet as tax computed on the basis of the taxable income for the year, adjusted for tax paid on account. Joint taxation contributions payable and receivable are recognised as income tax under receivables or payables in the balance sheet. Deferred tax liabilities and tax assets are recognised on the basis of all temporary differences between the carrying amounts and tax bases of assets and liabilities. However, deferred tax is not recognised on temporary differences relating to goodwill which is non-amortisable for tax purposes and other items where temporary differences, except for acquisitions, have arisen at the date of acquisition without affecting the net profit or loss for the year or the taxable income. In cases where the tax value can be determined according to different taxation rules, deferred tax is measured on the basis of management’s intended use of the asset or settlement of the liability. Deferred tax relating to retaxation of losses previously deducted in foreign subsidiaries (international joint taxation) is recognised based on a specific assessment of the purpose of the individual subsidiary. Deferred tax assets are recognised, following an assessment, at the expected realisable value through offsetting against deferred tax liabilities or elimination in tax on future earnings. Deferred tax is measured on the basis of the tax rules and at the tax rates which, according to the legislation in force at the balance sheet date, will be applicable when the deferred tax is expected to crystallise as current tax. Short-term payables are measured at amortised cost, normally corresponding to the nominal value of such payables. Deferred income under liabilities comprises payments received in respect of income in subsequent financial years. Figures in DKK Share capital Retained earnings Total equity Statement of changes in equity for 01.01.22 - 31.12.22 Balance as at 01.01.22 500,000 9,382,894 9,882,894 Net profit/loss for the year 0 8,565,102 8,565,102 Balance as at 31.12.22 500,000 17,947,996 18,447,996 6. Property, plant and equipment Figures in DKK Other fixtures and fittings, tools and equipment Cost as at 01.01.22 10,751,502 Additions during the year 9,665,151 Disposals during the year -313,898 Cost as at 31.12.22 20,102,755 Depreciation and impairment losses as at 01.01.22 -3,641,377 Depreciation during the year -1,982,064 Reversal of depreciation of and impairment losses on disposed assets 241,100 Depreciation and impairment losses as at 31.12.22 -5,382,341 Carrying amount as at 31.12.22 14,720,414 Lease commitments The company has concluded rent and lease agreements with a total future payments of TDKK 2.825. Other contingent liabilities The company is taxed jointly with the other Danish companies in the group and has joint, several and unlimited liability for income taxes and any obligations to withhold tax at source on interest, royalties and dividends for the jointly taxed companies. The company has not provided any security over assets. The company is included in: -Smallest consolidation in which the Company is included is Nutricia Internatinal B.V, Netherlands; -Largest consolidation in which the Company is included is Danone S.A, France. 73128110 2022-01-01 2022-12-31 73128110 2021-01-01 2021-12-31 73128110 2022-01-01 2022-12-31 e:RetainedEarningsMember 73128110 2021-01-01 2021-12-31 e:RetainedEarningsMember 73128110 2021-12-31 73128110 2022-12-31 73128110 2022-01-01 2022-12-31 1 73128110 2022-01-01 2022-12-31 2 73128110 2022-01-01 2022-12-31 3 73128110 2022-01-01 2022-12-31 1 73128110 2022-12-31 e:ContributedCapitalMember 73128110 2022-01-01 2022-12-31 e:RetainedEarningsMember 73128110 2022-12-31 e:RetainedEarningsMember 73128110 2022-01-01 e:GoodwillMember 73128110 2022-01-01 e:AcquiredIntangibleAssetsMember 73128110 2022-01-01 2022-12-31 e:AcquiredIntangibleAssetsMember 73128110 2022-12-31 e:AcquiredIntangibleAssetsMember 73128110 2022-01-01 2022-12-31 e:GoodwillMember 73128110 2022-12-31 e:GoodwillMember 73128110 2022-01-01 e:FixturesFittingsToolsAndEquipmentMember 73128110 2022-01-01 2022-12-31 e:FixturesFittingsToolsAndEquipmentMember 73128110 2022-12-31 e:FixturesFittingsToolsAndEquipmentMember 73128110 2022-12-31 e:GoodwillMember e:LeasedAssetsMember 73128110 2022-12-31 e:AcquiredIntangibleAssetsMember e:LeasedAssetsMember 73128110 2022-01-01 2022-12-31 1 iso4217:DKK xbrli:pure