Årsrapport 30700228 EY Godkendt Revisionspartnerselskab Dirch Passers Allé 36 Postboks 250, 2000 Frederiksberg 2024-01-01 2024-12-31 2023-01-01 2023-12-31 10106982 Lactalis Danmark A/S Industrivej 14C 3320 Skævinge 1985-12-19 Hillerød 48288344 48288372 www.lactalis.dk Danske Bank A/S EY Godkendt Revisionspartnerselskab 30700228 Dirch Passers Allé 36 2000 Frederiksberg 2025-06-30 Thomas Roat Regnskabsklasse C, mellemstor virksomhed Revisionspåtegning Grundlag for konklusion Konklusion true 2025-06-11 2025-06-11 CaseWare Working Papers Skævinge Thomas Roat Luc Philippe Brissonnet Chairman Thomas Roat Thibault Christophe André Louis Bénard Pernille Arnaa Copenhagen Mogens Andreasen Jacob Thøgersen State Authorised Public Accountant mne28603 State Authorised Public Accountant mne49102 636317000 558588000 549083000 49775000 45989000 47176000 15304000 11168000 9940000 -174000 -204000 -259000 -599000 -6656000 11738000 8244000 1233000 186177000 155199000 174224000 -1559000 -687000 -715000 -668000 -590000 26948000 23454000 26370000 1.3 1.7 2.4 2 1.8 1.6 2 2.7 2.5 2.5 EBITDA-margin EBITDA-margin EBITDA-margin EBITDA-margin EBITDA-margin 5.5 6.7 9 6.8 4.8 12.9 14.8 14.5 15.1 15.1 30.6 35.1 46.6 33.1 3.8 54 53 55 720457000 668890000 646956000 599010000 22101000 19178000 51400000 50702000 40168000 37205000 1934000 1795000 9298000 11702000 99000 214000 273000 418000 9124000 11498000 2016000 2526000 7108000 8972000 145000 251000 0 0 145000 251000 9519000 10347000 1613000 1054000 6000 6000 11138000 11407000 11283000 11658000 10493000 15388000 10493000 15388000 78191000 73432000 72563000 62270000 483000 111000 253000 541000 151490000 136354000 161983000 151742000 173266000 163400000 6000000 6000000 9210000 9210000 7108000 8972000 22318000 24182000 888000 800000 888000 800000 0 457000 0 457000 13924000 19448000 114412000 97330000 544000 1456000 21180000 19727000 150060000 137961000 150060000 138418000 173266000 163400000 6000000 9210000 11738000 0 8972000 0 11738000 6000000 9210000 8972000 0 7108000 0 8972000 6000000 9210000 7108000 7108000 8972000 3986000 4525000 2452000 2841000 13546000 16338000 99000 214000 273000 417000 2841000 3710000 10531000 12425000 1559000 687000 -1559000 -687000 8972000 11738000 -8972000 -11738000 0 0 0 0 0 0 36041000 33443000 3417000 3111000 710000 651000 40168000 37205000 63 58 106000 112000 1828000 1683000 1934000 1795000 1928000 2558000 88000 -32000 7108000 8972000 19194000 3930000 0 3930000 19194000 0 18943000 3930000 106000 0 0 3930000 19049000 0 145000 0 35715000 13343000 6000 687000 872000 0 36402000 14215000 6000 25368000 12289000 0 1515000 313000 26883000 12602000 0 9519000 1613000 6000 1 280000 280000 1 500000 500000 1 260000 260000 2 2080000 2080000 2 480000 480000 5 2400000 2400000 800000 832000 888000 800000 32000 55000 800000 695000 56000 50000 1934000 1795000 -99000 -214000 -273000 -418000 1878000 2526000 -4895000 6377000 -16469000 28045000 -14026000 18827000 Today, the Board of Directors and the Executive Board have discussed and approved the annual report of Lactalis Danmark A/S for the financial year 1 January - 31 December 2024. The annual report is prepared in accordance with the Danish Financial Statements Act. In our opinion, the financial statements give a true and fair view of the financial position of the Company at 31 December 2024 and of the results of the Company's operations and cash flows for the financial year 1 January - 31 December 2024. Further, in our opinion, the Management's review gives a fair review of the matters discussed in the Management's review. We recommend that the annual report be approved at the annual general meeting. To the shareholder of Lactalis Danmark A/S We have audited the financial statements of Lactalis Danmark A/S for the financial year 1 January - 31 December 2024, which comprise income statement, balance sheet, statement of changes in equity, cash flow statement and notes, including accounting policies. The financial statements are prepared in accordance with the Danish Financial Statements Act. In our opinion, the financial statements give a true and fair view of the financial position of the Company at 31 December 2024 and of the results of the Company's operations as well as the cash flows for the financial year 1 January - 31 December 2024 in accordance with the Danish Financial Statements Act. We conducted our audit in accordance with International Standards on Auditing (ISAs) 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence 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. Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the Danish Financial Statements Act and for such internal control as 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 as to 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 ISAs 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 the financial statements. As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgement and maintain professional scepticism 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 note 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. Management is responsible for the Management's review. Our opinion on the financial statements does not cover the 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 the Management's review and, in doing so, consider whether the 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 the Management's review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that the Management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statement Act. We did not identify any material misstatement of the Management's review. The Company's main business activities include import and sale of dairy products in the Nordic markets. Recognition and measurement were not associated with any uncertainties in the financial year under review. During 2024, no unusual events has occurred that significantly has impact the result of 2024. The income statement for 2024 shows a profit of DKK 7,108 thousand against a profit of DKK 8,972 thousand last year, and the balance sheet at 31 December 2024 shows equity of DKK 22,318 thousand. The result decreased from last year's results of operations. The result has decreased due to inflation and price management. Profit/loss for the year compared to previously announced expectations Management considers the 2024 performance in line with the expectation as set out in the annual report for 2023, that stated 5-10 MDKK before tax. 2024 was a challenging year, due to changed behavior from consumers and the low price segment has put pressure on the market. It was not expected to have capacity problem due to lacking packing, but even if service level been low for some months, the company managed to keep estimated net profit. In 2024, the company implemented a dynamic adjustment of ammonium temperature to increase suction pressure during the winter period, aiming to save electricity. This adjustment is expected to result in a 3% reduction in power consumption for the two compressors during the winter months. Additionally, the windows on the roof have been changed to further enhance energy efficiency, although some roof window still need to be replaced. These remaining windows are scheduled to be changed in 2025. Furthermore, 2 out of 4 ramps have been changed, ensuring better insulation during loading and unloading in the warehouse. The revenue of year 2025 is estimated to be lower than 2024, landing on approx. 550 MDKK, but net result of 2025 is still expected to be positive 5-10 MDKK before tax, meaning the same range as year 2024. Many of this year challenges as cost increases and price development will continue to impact, as a cause of geopolitical concerns and the uncertain situation in the world trade. Nonetheless, the management will continue its efforts in relation to new categories and the creation of a profitable and sustainable growth, to secure revenue and net profitability. The annual report of Lactalis Danmark A/S for 2024 has been prepared in accordance with the provisions in the Danish Financial Statements Act applying to medium-sized reporting class C entities. The company has transitioned from preparing annual report from large class C to medium class C. The change has resulted in reduced disclosure requirements, including notes, but unchanged recognition and measurement. Reporting currency The financial statements are presented in Danish kroner (DKK'000). On initial recognition, transactions denominated in foreign currencies are translated at the exchange rate at the transaction date. Foreign exchange differences arising between the exchange rates at the transaction date and the date of payment are recognised in the income statement as financial income or financial expenses. Receivables and payables and other monetary items denominated in foreign currencies are translated at the exchange rate at the balance sheet date. The difference between the exchange rates at the balance sheet date and the date at which the receivable or payable arose or was recognised in the most recent financial statements is recognised in the income statement as financial income or financial expenses. The Company has chosen IAS 18 as interpretation for revenue recognition. Income from the sale of goods for resale and finished goods, is recognised in revenue when the most significant rewards and risks have been transferred to the buyer and provided the income can be measured reliably and payment is expected to be received. Revenue is measured at the fair value of the agreed consideration excluding VAT and taxes charged on behalf of third parties. All discounts and rebates granted are recognised in revenue. Cost of sales includes the cost of goods used in generating the year's revenue. Other external expenses include the year's expenses relating to the Company's core activities, including expenses relating to distribution, sale, advertising, administration, premises, bad debts, payments under operating leases, etc. Staff costs include wages and salaries, including compensated absence and pension to the Company's employees, as well as other social security contributions, etc. The item is net of refunds from public authorities. The item comprises amortisation/depreciation of intangible assets and property, plant and equipment. Goodwill is amortised over the expected economic life of the asset, measured by reference to an assessment of, among other factors, the nature, earnings and market position of the acquired entity as well as the dependence on key staff. The basis of amortisation/depreciation, which is calculated as cost less any residual value, is amortised/depreciated on a straight line basis over the expected useful life. The expected useful lives of the assets are as follows: Acquired intangible assets 3-5 years Goodwill 10 years Buildings 3-25 years Other fixtures and fittings, tools and equipment 3-10 years Depreciation is based on the residual value of the asset and is reduced by impairment losses, if any. The depreciation period and the residual value are determined at the acquisition date and are reassessed annually. Where the residual value exceeds the carrying amount of the asset, no further depreciation charges are recognised. In the case of changes in the depreciation period or the residual value, the effect on the depreciation charges is recognised prospectively as a change in accounting estimates. Land is not depreciated. Financial income and expenses are recognised in the income statement at the amounts that relate to the financial reporting period. The items comprise interest income and expenses, e.g. from group entities, declared dividends from other securities and investments, financial expenses relating to finance leases, realised and unrealised capital gains and losses relating to other securities and investments, exchange gains and losses and amortisation of financial assets and liabilities. Tax for the year includes current tax on the year's expected taxable income and the year's deferred tax adjustments. The portion of the tax for the year that relates to the profit/loss for the year is recognised in the income statement, whereas the portion that relates to transactions taken to equity is recognised in equity. Goodwill is measured at cost less accumulated amortisation and impairment losses. Other intangible assets include development projects and other acquired intangible rights. Gains and losses on the sale of intangible assets are recognised in the income statement under "Other operating income" or "Other operating expenses", respectively. Gains and losses are calculated as the difference between the selling price less selling expenses and the carrying amount at the time of sale. Property, plant and equipment Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. Cost includes the acquisition price and costs directly related to the acquisition until the time at which the asset is ready for use. The Company has chosen IAS 17 as interpretation for classification and recognition of leases. Leases that do not transfer substantially all the risks and rewards incident to the ownership to the Company are classified as operating leases. Payments relating to operating leases and any other rent agreements are recognised in the income statement over the term of the lease. The Company's aggregate liabilities relating to operating leases and other rent agreements are disclosed under "Contingent liabilities". The carrying amount of intangible assets, property, plant and equipment and investments in subsidiaries is assessed for impairment on an annual basis. Impairment tests are conducted on assets or groups of assets when there is evidence of impairment. The carrying amount of impaired assets is reduced to the higher of the net selling price and the value in use (recoverable amount). The recoverable amount is the higher of the net selling price of an asset and its value in use. The value in use is calculated as the present value of the expected net cash flows from the use of the asset or the group of assets and the expected net cash flows from the disposal of the asset or the group of assets after the end of the useful life. Previously recognised impairment losses are reversed when the reason for recognition no longer exists. Impairment losses on goodwill are not reversed. Inventories are measured at cost in accordance with the FIFO method. Where the net realisable value is lower than cost, inventories are written down to this lower value. The net realisable value of inventories is calculated as the sales amount less costs of completion and expenses required to effect the sale and is determined taking into account marketability, obsolescence and development in the expected selling price. Goods for resale are measured at cost, which comprises the cost of acquisition plus delivery costs as well as other expenses directly attributable to the acquisition. The Company has chosen IAS 39 as interpretation for impairment write-down of financial receivables. Receivables are measured at amortised cost. An impairment loss is recognised if there is objective evidence that a receivable or a group of receivables is impaired. If there is objective evidence that an individual receivable has been impaired, an impairment loss is recognised on an individual basis. Impairment losses are calculated as the difference between the carrying amount of the receivables and the present value of the expected cash flows, including the realisable value of any collateral received. The effective interest rate for the individual receivable or portfolio is used as discount rate. Prepayments recognised under "Assets" comprise prepaid expenses regarding subsequent financial reporting years. Cash comprise cash at bank and petty cash. Given the nature of the Group's cash pool arrangement, cash pool balances are not considered cash or debt, but are recognised under "Receivables from group entities" and "Payables to group entities, respectively. Proposed dividends Dividend proposed for the year is recognised as a liability once adopted at the annual general meeting (declaration date). Dividends expected to be distributed for the financial year are presented as a separate item under "Equity". Dividend proposed for the year is recognised as a liability once adopted at the annual general meeting (declaration date). Dividends expected to be distributed for the financial year are presented as a separate item under "Equity". Current tax payables and receivables are recognised in the balance sheet as the estimated income tax charge for the year, adjusted for prior-year taxes and tax paid on account. Deferred tax is measured according to the liability method on all temporary differences between the carrying amount and the tax base of assets and liabilities. However, deferred tax is not recognised on temporary differences relating to goodwill which is not deductible for tax purposes and on office premises and other items where temporary differences, apart from business combinations, arise at the date of acquisition without affecting either profit/loss for the year or taxable income. Where alternative tax rules can be applied to determine the tax base, deferred tax is measured based on Management's intended use of the asset or settlement of the liability, respectively. Deferred tax is measured according to the tax rules and at the tax rates applicable at the balance sheet date when the deferred tax is expected to crystallise as current tax. Deferred tax assets are recognised at the expected value of their utilisation; either as a set-off against tax on future income or as a set-off against deferred tax liabilities in the same legal tax entity. Changes in deferred tax due to changes in the tax rate are recognised in the income statement. The Company has chosen IAS 39 as interpretation for liabilities. Other liabilities are measured at net realisable value. The cash flow statement shows the Company's net cash flows broken down according to operating, investing and financing activities, the year's changes in cash and cash equivalents as well as the cash and cash equivalents at the beginning and the end of the year. Cash flows from operating activities are calculated as the profit/loss for the year adjusted for non cash operating items, changes in working capital and paid corporate income tax. Cash flows from investing activities comprise payments in connection with acquisitions and disposals of entities and activities and of intangible assets, property, plant and equipment and investments. Cash flows from financing activities comprise changes in the size or composition of the Company's share capital and related expenses as well as raising of loans, repayment of interest bearing debt and payment of dividends to shareholders. Cash and cash equivalents comprise cash, short term bank loans and short term securities which are readily convertible into cash and which are subject only to insignificant risks of changes in value. The financial ratios stated under "Financial highlights" have been calculated as follows: Operating profit/loss Profit/loss before net financials +/- Other operating income and other operating expenses Operating margin Operating profit/loss (EBIT) x 100 Revenue EBITDA-margin Earnings before interest, taxes and amortisations (EBITDA) x 100 Revenue Return on assets Profit/loss from operating activites x 100 Average assets Equity ratio Equity, year-end x 100 Total equity and liabilities, year-end Return on equity Profit/loss after tax x 100 Average equity No events have occured after the balance sheet date. For 2024, remuneration to the Executive Board is not disclosed by reference to section 98b(3), (ii), of the Danish Financial Statements Act. Total remuneration to the Executive Board for 2023: TDKK 2.536. The board of directors does not receive remuneration. Prepayments include accrual of expenses, primarily insurance and subscriptions, that pertain to subsequent years. The parent's share capital has remained DKK 6,000 thousand over the past 5 years. The provision for deferred tax primarily relates to timing differences in respect of intangible assets and property, plant and equipment. Other rent and lease liabilities: DKK'000 2024 2023 Rent and lease liabilities 2,956 2,651 Rent and lease liabilities include liabilities under operating leases for cars, totalling DKK 2,956 thousand (2023: DKK 2,651 thousand) The Company has not provided any security or other collateral in assets at 31 December 2024. Parties exercising control Related party Domicile Basis for control B.S.A. Paris, France Ultimative parent B.S.A. International S.A Brussels, Belgium Participating interest 100% Information about consolidated financial statements Parent Domicile Requisitioning of the parent company's consolidated financial statements B.S.A. Paris, France 33 Avenue du Maine, Tour Maine-Montparnasse, 75015 Paris France Related party transactions Lactalis Danmark A/S was engaged in the below related party transactions: DKK'000 2024 2023 Revenue 310,335 291,566 Purchase of goods 539,754 487,262 Management fee and cost sharing (income) 6,898 6,482 Management fee and cost sharing (expenses) 5,119 4,802 Royalties (income) 244 291 Royalties (expenses) 4,275 3,560 The Company has receivables and payables to other group entities, which are presented in the balance sheet. Information on the remuneration to management Information on the remuneration to Management appears from note 3, "Staff costs". Ownership The following shareholders are registered in the Company's register of shareholders as holding minimum 5% of the votes or minimum 5% of the share capital: Name Domicile B.S.A. International S.A. 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