34485607 2016-01-01 2016-12-31 34485607 2016-01-01 2016-12-31 0 34485607 2016-01-01 2016-12-31 0 34485607 2016-01-01 2016-12-31 1 34485607 2016-01-01 2016-12-31 2 34485607 2016-01-01 2016-12-31 3 34485607 2016-01-01 2016-12-31 4 34485607 2016-01-01 2016-12-31 0 34485607 2016-01-01 2016-12-31 1 34485607 2015-01-01 2015-12-31 34485607 2016-12-31 34485607 2015-12-31 34485607 2016-01-01 34485607 2015-01-01 iso4217:DKK <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Statement by the Board of Directors and the Executive Board</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Today, the Board of Directors and the Executive Board have discussed and approved the annual report of Sport Nordic Holding ApS for the financial year 1 January - 31 December 2016.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">The consolidated financial statements are prepared in accordance with International Financial Reporting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act, and the parent company financial statements are prepared in accordance with the Danish Financial Statements Act.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">In our opinion, the consolidated financial statements give a true and fair view of the financial position of the Group at 31 December 2016 and of the results of the Group's operations and cash flows for the financial year 1 January – 31 December 2016 in accordance with International Financial Reporting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act.</td></tr><tr><td colspan="1">Further, in our opinion the parent company financial statements give a true and fair view of the financial position of the Parent Company at 31 December 2016 and of the results of the Parent Company's operations for the financial year 1 January – 31 December 2016 in accordance with the Danish Financial Statements Act.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Further, in our opinion, the Management's review gives a fair review of the development in the Group's and the Parent Company's operations and financial matters and the results of the Group's and the Parent Company's operations and financial position.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">We recommend that the annual report be approved at the annual general meeting.</td></tr></table> Copenhagen 2017-04-27 <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Independent auditor’s report</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">To the shareholders of Sport Nordic Holding ApS</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Opinion</td></tr><tr><td colspan="1">We have audited the consolidated financial statements and the parent company financial statements of Sport Nordic Holding ApS for the financial year 1 January – 31 December 2016, comprising statement of comprehensive income, balance sheet, cash flow statement, statement of changes in equity and notes, including accounting policies for the Group and income statement, balance sheet, statement of changes in equity and notes, including accounting policies for the Parent Company. The consolidated financial statements are prepared in accordance with International Financial Reporting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act, and the parent company financial statements are prepared in accordance with the Danish Financial Statements Act.</td></tr><tr><td colspan="1">In our opinion, the consolidated financial statements give a true and fair view of the financial position of the Group at 31 December 2016 and of the results of the Group's operations and cash flows for the financial year 1 January – 31 December 2016 in accordance with International Financial Reporting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act.</td></tr><tr><td colspan="1">Further, in our opinion the parent company financial statements give a true and fair view of the financial position of the Parent Company at 31 December 2016 and of the results of the Parent Company's operations for the financial year 1 January – 31 December 2016 in accordance with the Danish Financial Statements Act.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Basis for opinion</td></tr><tr><td colspan="1">We conducted our audit in accordance with International Standards on Auditing (ISAs) and 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 consolidated financial statements and the parent company financial statements" section of our report. As required by the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code) and additional requirements applicable in Denmark, we are independent of the Group, and we have fulfilled our other ethical responsibilities in accordance with these rules and requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Statement on the Management’s review</td></tr><tr><td colspan="1">Management is responsible for the Management's review.</td></tr><tr><td colspan="1">Our opinion on the consolidated financial statements and the parent company financial statements does not cover the Management’s review, and we do not express any assurance conclusion thereon.</td></tr><tr><td colspan="1">In connection with our audit of the consolidated financial statements and the parent company 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 consolidated financial statements or the parent company financial statements, or our knowledge obtained during the audit, or otherwise appears to be materially misstated.</td></tr><tr><td colspan="1">Moreover, it is our responsibility to consider whether the Management's review provides the information required under the Danish Financial Statements Act.</td></tr><tr><td colspan="1">Based on our procedures, we concluded that the Management's review is in accordance with the consolidated financial statements and the parent company financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of the Management's review.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Management's responsibilities for the consolidated financial statements and the parent company financial statements</td></tr><tr><td colspan="1">Management is responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with International Financial Reporting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act and for the preparation of parent company financial statements that give a true and fair view in accordance with the Danish Financial Statements Act.</td></tr><tr><td colspan="1">Moreover, Management is responsible for such internal control as Management determines is necessary to enable the preparation of consolidated financial statements and parent company financial statements that are free from material misstatement, whether due to fraud or error.</td></tr><tr><td colspan="1">In preparing the consolidated financial statements and the parent company financial statements, Management is responsible for assessing the Group's and the Parent 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 consolidated financial statements and the parent company financial statements unless Management either intends to liquidate the Group or the Parent Company or to cease operations, or has no realistic alternative but to do so.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Auditor's responsibilities for the audit of the consolidated financial statements and the parent company financial statements</td></tr><tr><td colspan="1">Our objectives are to obtain reasonable assurance about whether the consolidated financial statements and the parent company financial statements 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 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 consolidated financial statements and parent company financial statements.</td></tr><tr><td colspan="1">As part of an audit conducted in accordance with ISAs and additional requirements applicable in Denmark, we exercise professional judgement and maintain an attitude of professional scepticism throughout the audit. We also</td></tr><tr><td colspan="1">Identify and assess the risk of material misstatement of the consolidated financial statements and the parent company 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.</td></tr><tr><td colspan="1">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 Group's and the Parent Company's internal control.</td></tr><tr><td colspan="1">Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.</td></tr><tr><td colspan="1">Conclude on the appropriateness of Management's use of the going concern basis of accounting in preparing the consolidated financial statements and the parent company 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 Group's and the Parent 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 consolidated financial statements and the parent company financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusion is based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may imply that the Group and the Parent Company to cease to continue as a going concern.</td></tr><tr><td colspan="1">Evaluate the overall presentation, structure and contents of the consolidated financial statements and the parent company financial statements, including the note disclosures, and whether the consolidated financial statements and the parent company financial statements represent the underlying transactions and events in a manner that gives a true and fair view.</td></tr><tr><td colspan="1">Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.</td></tr><tr><td colspan="1">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.</td></tr></table> Copenhagen 2017-04-27 Sport Nordic Holding ApS Baltorpbakken 5 2750 Ballerup 34485607 2012-05-01 Copenhagen 2016-01-01 2016-12-31 Chris Bigler 2017-05-29 <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Management's review</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Corporate Governance</td></tr><tr><td colspan="1">By virtue of its ownership, Sport Nordic Holding is subject to "Guidelines for responsible ownership and good company management" defined by the Danish Venture Capital and Private Equity Association. The guidelines are available at DVCA’s website www.dvca.dk. It is Sport Nordic Holding’s intention to fully comply with the guidelines where it is relevant for Sport Nordic Holding.</td></tr><tr><td colspan="1">The basis for the organisation of the management tasks is, among other things, the Danish Companies Act, the Danish Financial Statements Act, the Articles of Association of the Company as well as good practice from comparable companies. In addition, Management of Sport Nordic Holding is continuously monitoring the development within Corporate Governance. In this way, Management ensures that the Group, internally as well as externally, is managed in a way which is in harmony with time and in accordance with applicable law in order to protect the interests of all interested parties.</td></tr><tr><td colspan="1">The Board of Directors has agreed upon updated Rules of Procedures for the Board of Directors. In addition, the Board of Directors has appointed an Audit Committee.</td></tr><tr><td colspan="1">The following Board members are represented in the Audit Committee</td></tr><tr><td colspan="1">Michael Haaning, Vice Chairman</td></tr><tr><td colspan="1">Jess Ørgaard Libak Tropp, Board Member</td></tr><tr><td colspan="1">The Board of Directors consists of a total of five members. Two of the representatives have been appointed by the majority shareholder and three of the representatives are independent. The Nordic Capital Fund VII is represented on the Board of Directors by Michael Haaning and Jess Ørgaard Libak Tropp, respectively.</td></tr><tr><td colspan="1">Four to six Board meetings are held each year. The Board of Directors determines the strategy of the Group and is an active sparring partner to Management of the Group. Two to three meetings are held in the Audit Committee each year.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Corporate Social Responsibility</td></tr><tr><td colspan="1">The Group is active in sports retailing both through physical stores in Denmark and online in Denmark as well as other markets around the world. We are resellers of global brands like Nike, Adidas and Hummel, but we also develop our own private label products and have them produced by manufacturers in China and Hong Kong.</td></tr><tr><td colspan="1">We are crazy about sport – and we strive to get more people into sports. Therefore we support more than 300 local sports clubs, Danish Football Association and their football camps, a number of professional clubs as well as supporting professional athletes. But we also support the non-profit organization GAME Denmark, whom works with street sports like street basket, street soccer, dance and parkour.</td></tr><tr><td colspan="1">Via “Julehjælpen” we also support families in need with Christmas gift cards to our SPORTMASTER stores.</td></tr><tr><td colspan="1">The Group has all its employees in Denmark, and we have adopted the collective agreement between Dansk Erhverv and HK.</td></tr><tr><td colspan="1">Sport Nordic Holding works with specific objectives in a number of relevant areas, but a policy on corporate social responsibility, human rights, environment and climate was not adopted in 2016. The Group has in 2017 adopted a CSR policy covering the following areas</td></tr><tr><td colspan="1">Anticorruption and competition</td></tr><tr><td colspan="1">Labour standards and Human rights</td></tr><tr><td colspan="1">The policies will in 2017 be rolled out to our employees and manufacturers of the private label products for the Group.</td></tr><tr><td colspan="1">Anticorruption and competition</td></tr><tr><td colspan="1">The Group refuses to accept or retain business through bribery. Employees are not allowed directly or indirectly to offer, promise, grant, or authorize the giving of money or anything of value to someone in order to unduly influence the recipient in the performance of professional duties or in order to obtain or retain an improper business advantage. Employees do not ask for or accept improper benefits from others for performance of their duties to the Group. Applicable anti-bribery laws are strictly followed.</td></tr><tr><td colspan="1">The Group and its employees follow applicable competition law. Employees do not engage in discussions with competitors regarding market allocation, information exchange, production and sales quotas.</td></tr><tr><td colspan="1">Labour standards and Human rights</td></tr><tr><td colspan="1">The Group does not compromise on requirements set out in national law or international standards with regard to worker safety and human rights. The Group takes responsibility for all people participating in the conduct of its business. Those whose work contributes to the Group’s business success are not deprived of their human rights, or subject to mental or bodily harm in their labour. The Group understands that its business may have an impact on human rights issues, in particular in relation to people’s working and living conditions.</td></tr><tr><td colspan="1">Manufacturers of the Group’s private labels are required to adhere to the Group’s Code of Conduct. We base our requirements mainly on internationally recognized standards such as the Universal Declaration of Human Rights, The UN Convention on the Rights of the Child, applicable International Labour Organisation (“ILO”) Conventions, and national legislation.</td></tr><tr><td colspan="1">The Group’s code of conduct has been updated in 2017 and we expect that a minimum of 80% of the Group’s private label production is done by manufacturers whom have accepted to comply with our Code of Conduct.</td></tr><tr><td colspan="1">The environment &amp; climate</td></tr><tr><td colspan="1">The Group complies with all applicable environmental laws and regulations. Environmental resources are used responsibly and carefully and the Group strives to conduct its business in an environmentally sustainable way, by way of, for example, improved transport efficiencies or investment in low energy consumption lights for our physical store network (LED).</td></tr><tr><td colspan="1">The Group has not yet developed a specific policy on this area because as a retailer we do not consider environment as the area where our efforts would have the greatest impact. Ideas from employees that reduce the environmental impact of the Group’s activities are though supported and encouraged.</td></tr></table> <table xmlns="http://www.w3.org/1999/xhtml" style="border-right: 0px; border-top: 0px; border-left: 0px; width: 650px; border-bottom: 0px; border-collapse: collapse" width="100%"><tr><td colspan="1">Policy concerning the underrepresented gender</td></tr><tr><td colspan="1">The Board of Directors of the Company consists of five members, of whom one is a woman. The goal is to increase the proportion of women to a minimum of 30% by the end of 2019.</td></tr><tr><td colspan="1">It is the policy of the Group always to appoint the best qualified candidates to leadership posts and at the same time support and enhance the qualifications of female leadership talents. In the Management team at the head office the proportion of women is 23%. The number of female leaders has been unchanged in 2016. The goal is, through increased use of networks, etc., to increase the proportion of women to a minimum of 30% by the end of 2019.</td></tr></table> 1106120000 619469000 1400000 227784000 220673000 22889000 -1093000 15612000 805000 25604000 -9187000 -1505000 -7682000 0 -7682000 22889000 21270000 36477000 10042000 46519000 166000 21017000 -2039000 27707000 10512000 25199000 0 0 1673000 0 -34038000 90000000 -5167000 0 -91179000 0 0 6346000 15000 Årsrapport 30700228 Ernst & Young Englandsgade 25 5100 Odense C 2015-01-01 2015-12-31 Revisionspåtegning Jens Høgsted Michael Christiansen Chairman Michael Haaning Mikkel Vendelin Olesen Jess Ørgaard Libak Tropp Mette Maix Ernst & Young Godkendt Revisionspartnerselskab 30700228 Henrik Kronborg Iversen State Authorised Public Accountant 2000 Frederiksberg Osvald Helmuths Vej 4 Søren Christiansen State Authorised Public Accountant 1073533000 578182000 0 214206000 212831000 30087000 -7738000 30489000 840000 25092000 6237000 3845000 2392000 0 2392000 30087000 26611000 59090000 -41552000 17538000 840000 22809000 0 -4431000 13045000 19750000 91000 1742000 0 9935000 -44381000 45064000 0 4023000 -59641000 -1061000 -837000 10778000 -38034000 367805000 12958000 3731000 384494000 11907000 55940000 67847000 19958000 18672000 490971000 313143000 11731000 5332000 304000 15459000 1201000 347170000 838141000 16264000 837000 399233000 414660000 16937000 142730000 159667000 5764000 3267000 25517000 140317000 80558000 8391000 263814000 423481000 838141000 367805000 16238000 0 384043000 10016000 44721000 54737000 21631000 19510000 479921000 317564000 21733000 4947000 0 11882000 1186000 357312000 837233000 12739000 837000 319213000 331115000 16870000 228786000 245656000 0 4667000 29996000 135509000 81061000 9229000 260462000 506118000 837233000 1186000 39220000