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 70333414 Sæther Nordic A/S Ryttermarken 11 3520 Farum 1982-12-22 Furesø Nordea EY Godkendt Revisionspartnerselskab 30700228 Dirch Passers Allé 36 2000 Frederiksberg Danmark +45 73 23 30 00 2025-04-24 Søren Tyge Sørensen Regnskabsklasse C, stor virksomhed Revisionspåtegning Grundlag for konklusion Konklusion true 2025-04-24 2025-04-24 CaseWare Working Papers Farum Palle Pedersen Chief Executive Officer Daniel Dornhoff Cordsen Chief Financial Officer Søren Tyge Sørensen Chairman Lars Daugaard Jepsen Torben Lykke Nørby Pernille Krogh-Meyer Copenhagen Simon Blendstrup Jacob Thøgersen State Authorised Public Accountant mne44060 State Authorised Public Accountant mne49102 1378779000 1192153000 911685000 53291000 64995000 61137000 102071000 76784000 Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) 47612000 89400000 58722000 -9877000 -9518000 -4064000 -3040000 -2893000 33260000 67767000 50273000 488210000 426917000 310933000 -22638000 -27135000 -11789000 -29959000 -6294000 156450000 161664000 115707000 -85162000 30776000 66865000 2.6 3.6 3.5 7.5 7.3 21 21.5 18.7 25.1 29.5 7.1 9.6 10.4 24.2 20.1 34.7 31.4 32 37.9 37.2 12.6 19.5 20.9 48.9 54.9 371 311 283 1492301000 1445074000 1013289000 1047813000 812475000 845662000 893680000 951634000 238000 1930000 78203000 68626000 366439000 290162000 114020000 86140000 313625000 311180000 83792000 78665000 260334000 246185000 86372000 72546000 14001000 13595000 2179000 1505000 39290000 51400000 -4759000 4614000 0 0 34464000 35815000 1258000 498000 849000 462000 11135000 10016000 10823000 10191000 29413000 41882000 19731000 30700000 6434000 10197000 -3248000 -985000 22979000 31685000 22979000 31685000 6757000 1552000 6757000 1552000 6757000 1552000 6757000 1552000 41604000 34593000 2381000 3323000 2067000 2702000 2067000 2702000 3163000 857000 2188000 557000 46834000 38152000 6636000 6582000 0 0 154234000 141526000 6295000 6209000 6125000 6040000 6295000 6209000 160359000 147566000 59886000 45913000 173752000 155700000 314341000 298321000 314341000 298321000 314341000 298321000 314341000 298321000 158810000 160188000 1906000 591000 0 0 2321000 6759000 4234000 6611000 1188000 3285000 1235000 1413000 7114000 4260000 14782000 14483000 8850000 3821000 7602000 8560000 5987000 7119000 186663000 191255000 27366000 25835000 2437000 2252000 0 7000 503441000 491828000 341707000 324163000 563327000 537741000 515459000 479863000 1500000 1500000 1500000 1500000 0 0 89856000 77148000 0 0 5270000 1211000 -4813000 -3168000 0 0 3111000 -9557000 3111000 -9557000 180771000 173292000 80832000 91765000 15000000 7000000 15000000 7000000 195569000 169067000 195569000 169067000 11560000 6843000 0 0 11560000 6843000 0 0 10042000 9862000 4038000 4106000 10042000 9862000 4038000 4106000 94462000 61564000 94462000 61564000 187568000 146697000 142758000 93896000 0 10000000 68478000 88948000 1510000 6381000 0 0 0 40000000 0 40000000 62171000 86648000 9709000 21603000 445000 679000 445000 679000 346156000 351969000 315852000 306690000 356198000 361831000 319890000 310796000 563327000 537741000 515459000 479863000 1500000 -3042000 9197000 148795000 0 0 0 24685000 7000000 0 188000 -188000 0 0 126000 0 0 -24284000 0 -5342000 0 1500000 -3168000 -9557000 173292000 7000000 0 0 7479000 15500000 0 1645000 0 0 16241000 0 3573000 0 0 7500000 1500000 -4813000 3111000 180771000 15000000 1500000 41459000 0 -3042000 9197000 107336000 0 35815000 1211000 0 0 -12341000 7000000 0 0 188000 -188000 0 0 126000 0 0 0 0 0 3042000 0 -3042000 0 -24284000 0 0 -5342000 0 1500000 77148000 1211000 0 -9557000 91765000 7000000 14353000 4059000 0 0 -10933000 15500000 0 1645000 0 0 0 16241000 0 0 3573000 0 0 7500000 1500000 89856000 5270000 0 3111000 80832000 15000000 22979000 31685000 34791000 31858000 18598000 7768000 76368000 71311000 1183000 498000 10910000 10016000 12323000 11138000 54318000 50655000 5250000 512000 22638000 27135000 86000 466000 -27974000 -28113000 7500000 0 32898000 -44582000 -10000000 10000000 -40000000 12500000 -24602000 -22082000 1742000 460000 2252000 1325000 -1557000 467000 2437000 2252000 1827000 1296000 1160000 901000 110000 108000 557000 287000 200301000 193887000 67245000 59099000 20098000 18303000 6103000 5405000 26034000 23229000 3979000 3324000 13901000 10766000 9045000 4718000 260334000 246185000 86372000 72546000 413 414 128 126 5276000 5410000 5276000 5410000 562000 549000 562000 449000 5838000 5959000 5838000 5859000 532000 179000 532000 179000 13469000 13416000 1647000 1326000 14001000 13595000 2179000 1505000 0 0 321000 331000 150000 0 528000 0 1108000 498000 0 131000 330000 225000 505000 1058000 555000 900000 555000 900000 0 2292000 0 1533000 10250000 6599000 9763000 6700000 7630000 7810000 0 0 -1196000 2387000 -3248000 1861000 0 0 3573000 -5342000 3573000 -5342000 15000000 7000000 500000 0 14353000 35815000 4059000 1211000 -10933000 -12341000 1793000 5250000 487000 7530000 241000 532000 773000 6757000 1793000 5250000 487000 7530000 241000 532000 773000 6757000 103596000 10221000 857000 19775000 0 2863000 0 70000 -557000 123371000 10291000 3163000 69003000 7519000 0 12764000 705000 81767000 8224000 0 41604000 2067000 3163000 22080000 10221000 557000 0 0 2188000 0 70000 -557000 22080000 10291000 2188000 18757000 7519000 0 942000 705000 19699000 8224000 0 2381000 2067000 2188000 6209000 86000 6295000 6295000 64378000 6040000 0 0 0 85000 64378000 6125000 77148000 0 -1645000 0 20111000 34464000 0 154234000 6125000 E. Sæther A/S Aktieselskab Danmark 100 E. Saether AB Kapitalselskab Sverige 100 Saether OY Kapitalselskab Finland 100 E. Sæther AS Kapitalselskab Norge 100 1000 A 1000 1000 1499000 B 1499000 1499000 -6611000 -3768000 -3286000 195000 1487000 4601000 1487000 4601000 -2124000 -5984000 922000 -4164000 -1074000 -1506000 -1074000 0 -2523000 -3722000 -2523000 -3722000 10197000 155000 10042000 9118000 4193000 155000 4038000 3700000 14001000 13596000 238000 0 4717000 -1452000 -1183000 -498000 -11060000 -10016000 6434000 10196000 16020000 43874000 6025000 1224000 -28593000 -50418000 Today, the Board of Directors and the Executive Board have discussed and approved the annual report of Sæther Nordic 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 consolidated financial statements and the parent company financial statements give a true and fair view of the financial position of the Group and the Company at 31 December 2024 and of the results of the Group's and the Company's operations and of the consolidated 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 shareholders of Sæther Nordic A/S We have audited the consolidated financial statements and the parent company financial statements of Sæther Nordic A/S for the financial year 1 January - 31 December 2024, which comprise income statement, balance sheet, statement of changes in equity and notes, including accounting policies, for the Group and the Parent Company, and a consolidated cash flow statement. The consolidated financial statements and the parent company financial statements are prepared in accordance with the Danish Financial Statements Act. In our opinion, the consolidated financial statements and the parent company financial statements give a true and fair view of the financial position of the Group and the Parent Company at 31 December 2024, and of the results of the Group's and Parent Company's operations as well as the consolidated 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 consolidated financial statements and the parent Company financial statements" (herinafter collectively referred to as "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 Group 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 consolidated financial statements and parent company 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 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 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. 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 Group's and the Parent 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 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 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 Group and the Parent 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. Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. 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 Statements Act. We did not identify any material misstatement of the Management's review. Financial ratios are calculated in accordance with the terms and definitions as described in the accounting policies. The Group's main activities are the sale and marketing of perfumes and cosmetic products to the Nordic market. The main activities of the parent company are supply chain, IT, group management, finance, controlling and administration for the Group's subsidiaries. The income statement for 2024 shows a profit of DKK 22,979 thousand against a profit of DKK 31,685 thousand last year, and the balance sheet at 31 December 2024 shows equity of DKK 195,569 thousand. Developments during the year are considered less satisfactory, as the result is lower than 2023, which was the target set forth in the outlook for 2024 in the annual report for 2023. Net sales target is achieved showing +3% vs. 2023 in line with expectations. The lack of meeting the outlook for 2024 is primarily due to cost overspend under other external expenses, which the increased net sales and gross profit have not been able to compensate fully. Financial review parent company The parent company incurred a net profit after tax of DKK 22,979 thousand, affected by the same events which impacted the group figures. No facts or events occured in the parent company during the financial year which are not reflected in the management report for the Group. The Group's purchases are made essentially in EUR, while the Group's sales are essentially made in DKK, EUR, NOK and SEK. In addition, purchases are made to a lesser extent in USD. Currency risks are therefore related to SEK, NOK, USD and EUR. To mitigate the currency risk hedging, the hedging of foreign exchange risks is carried out based on an ongoing assessment of exposure for the next 12 months and hedging is carried out through forward exchange transactions. Our currency policy targets to cover 80% of the calculated exposures with hedges. Investments in subsidiaries are long-term and related exchange rate risks are generally not hedged. The company is a distributor of beauty products in the Nordic region. Currently the company represents around 80 brands and is a leader in the Nordic market. SÆTHER has during 2024 worked closely with external consultants to prepare for EU Green Deal legislation - including the Corporate Sustainability Reporting Directive (CSRD) which SÆTHER is to report in alignment with from FY2025 and onwards. The work carried out during 2024 comprises SWOT, industry & peer analysis, stakeholder interviews, market intelligence and double materiality analysis. SÆTHER has a Sustainability Steering Committee designed to represent all relevant functions across the Group and include people with decision-binding. SÆTHER is currently monitoring the EU-Omnibus proposal on sustainability reporting, which may have effect on whether SÆTHER will be required to report on the CSRD from FY2025. We will continue to work with developing our ESG strategy, governance and reporting frameworks in compliance with legal requirements and best practice. Anti-corruption There is a risk associated with encountering corrupt practices such as bribery and unethical business behavior, however, we identify this risk as low. SÆTHER is committed to never engaging in bribery, corruption, extortion, or embezzlement and to avoiding the risk of illegal methods influencing public officials, the judiciary, or any other private parties. To comply with applicable law and mitigate the risk of any suspicion of irregularities or illegalities that may have economic and reputational significance for us, SÆTHER has an online Whistleblower Platform based on the principle of openness and responsibility as a supplement to internal dialogue in the company The platform is available for employees, business partners, and suppliers to report issues regarding financial crimes, suspicion about unethical behavior, corruption, bribery, Physical violence or sexual abuse and Threats to environmental health and safety. With the Whistleblower Platform, SÆTHER aims to signal and show corporate transparency and responsibility. In 2024 we have been informing our employees and business partners about the whistleblowing platform to make sure that the platform is well known and will be used for all potential cases. In 2024 a few cases have been reported, but none are estimated to be material. SÆTHER has a company code of conduct, which is signed by our partners. New partners will also sign the code of conduct going forward. The Code of Conduct outlines expectations for responsible and ethical behavior. In 2024 action has been to have our partners to sign the code of conduct In general, responsible conduct regarding human rights, social responsibility and anti-corruption are considered to be an integral part of the Nordic labor market and Nordic corporate culture and are well incorporated into the company. This is reflected in the company's business relations with both Nordic and foreign companies. During 2025 we expect to continue working with creating awareness of the whistleblower system and the anti-corruption policy. Social responsibility incl. human rights SÆTHER supports the United Nations Universal Declaration of Human Rights and the International Labor Organization’s Declaration on Fundamental Principles and Rights at work. In 2024 no breaches of human rights were identified, and SÆTHER will continue to focus efforts to prevent any human rights violations. Principles regarding social responsibility are an integral part of the company’s code of conduct. The risks associated with human rights are i.e. child labor and denial of labor rights in our total supply chain, whereas the risk within our own workforce is very low. Look Good Feel Better is a humanitarian organization that offers free skincare and makeup courses for women undergoing ambulatory cancer treatment. A Look Good Feel Better course lasts two hours and provides all participants with a free kit of skincare and makeup products to take home. For 25 years, SÆTHER has been a trusted ally and partner, initially helping the organization establish and find its form in the Danish market. Since 1997 we have supported the organization in Denmark by donating products, the time of consultants for the courses, and paying a partnership fee. SÆTHER is supporting the Look Good Feel Better organizations in Sweden and Norway as well SÆTHER is taking part in the Danish ‘#FootballjerseyFriday” to raise funds to fight child cancer. The employees wear football jerseys on that specific Friday and can choose to support them financially. The total amount gathered amongst employees are being doubled by SÆTHER. SÆTHER also supported Team Rynkeby (bicycling) during 2024 with an amount to support children with critical illness. We are currently looking into a policy for CSR initiatives in 2025. Social and employee conditions As our employees are our greatest asset, we want to focus on the well-being and thriving ability of our employees by focusing on diversity, a mentally and physically safe workplace, the right to education, and diversity and inclusion on all levels. By not considering these material topics for the future, SÆTHER risks not being able to attract and retain the best employees. SÆTHER has established an internal ambassador corps of enthusiastic employees to help conduct the sustainability mission in all areas of our organization now and going forward. In 2024 activities have, however, been low, as we have focused on preparing for the EU Green Deal legislation. We do expect that the ambassador corps will be more actively engaged in 2025. SÆTHER works constantly with reducing air in packaging boxes by securing accurate master data for our WMS system to propose and select the correct box size for each shipment. Climate and environmental impact The most material risks in relation to the climate and environment are emissions from transportation, fuel consumption, and potential material waste from our products and our value chain’s operations, which could have significant environmental impacts if not effectively managed. Effective from 1 July 2024 SÆTHER’s company policy has been changed, so that all new company cars will be running on pure electricity. SÆTHER works constantly with reducing air in packaging boxes by securing accurate master data for our WMS system to propose and select the correct box size for each shipment. We aim to reduce our greenhouse gas emissions and ensure consistency and transparency in our ESG efforts. During 2024 we conducted SWOT, industry & peer analysis, stakeholder interviews, market intelligence and double materiality analysis, as well as kicking off an updated climate accounting. In 2025 we expect to finalize our climate accounting according to the GHG-protocol. The company does not consider it relevant to develop a policy on data ethics. In this connection, the Company emphasizes importance to the fact that the Company only to a limited extent collects and processes data and does not use new technologies as part of the Company's main activity, and does not itself or through external suppliers carry out specific data analyses, evaluations or segmentations. The Group and the subsidiaries in Denmark, Sweden and Norway have lost the distribution rights for a larger portfolio of brands from 1 July 2025. This will have a negative impact on net sales and earnings in 2025, which will be partly compensated for by cost savings. The lost distribution rights will decrease capital tied up in inventory and will as such have a positive impact on the company’s working capital. The lost rights will also decrease the number of employees in the Group. SÆTHER has signed a new leasehold agreement for their new operations- and warehouse center in Espergærde planned to be ready from Summer 2026. The new O&W center is expected to bring cost synergies and less emissions from transportation, as we will be moving from 3-4 warehouse locations into 1. Except for the above, no events materially affecting the Group's and the Company's financial position have occurred after the financial year end. Due to the above-mentioned loss of distribution rights from 1 July 2025, net sales are expected to decrease by 10-15% in 2025. As net sales decrease happens earlier than we can decrease costs due to timing, severance payments etc., we are expecting a loss around -15 to -25m DKK in 2025. The lost distribution rights are expected to decrease capital tied up in inventories and by this have a positive impact on the company’s working capital and NIBD in 2025. A big part of the above loss comes from timing, and as the SÆTHER Group and the subsidiaries in Sweden and Norway have obtained the distribution rights for another large portfolio from 1. January 2026, we expect to be back on the numbers of 2024 in 2026. The annual report of Sæther Nordic A/S for 2024 has been prepared in accordance with the provisions in the Danish Financial Statements Act applying to large reporting class C entities. The accounting policies used in the preparation of the financial statements are consistent with those of last year. With reference to section 86(4) of the Danish Financial Statements Act, no cash flow statement is prepared for the parent company, as its cash flows are reflected in the consolidated cash flow statement. Reporting currency The financial statements are presented in Danish kroner (DKK'000). Control The consolidated financial statements comprise the Parent Company and group entities controlled by the Parent Company. Control means a parent company’s power to direct a group entity’s financial and operating policy decisions. Besides the above power, the parent company should also be able to yield a return from its investment. In assessing if the parent company controls an entity, de facto control is taken into consideration as well. The existence of potential voting rights which may currently be exercised or converted into additional voting rights is considered when assessing if an entity can become empowered to direct another entity’s financial and operating decisions. The consolidated entities' financial statements have been prepared in accordance with the Parent Company's accounting policies. The consolidated financial statements are prepared on the basis of the financial statements of the consolidated entities by aggregating similar financial statement items. Intra-group income, expenses, gains, losses, ownership interest, dividends and balances are eliminated. Equity investments in consolidated entities are set off against the proportionate share of the consolidated entity's fair value of assets and liabilities at the acquisition date. Newly acquired or formed entities are recognised in the consolidated financial statements from the date of acquisition or formation. Entities sold or otherwise disposed of are recognised in the consolidated income statement until the date of disposal. Comparative figures are not restated for acquisitions or disposals. Entities over which the Group exercises significant influence are considered associates. Significant influence is presumed to exist when the Group directly or indirectly holds between 20% and 50% of the voting rights or otherwise has or actually exercises significant influence. On initial recognition, transactions denominated in foreign currencies are translated at the exchange rates at the transaction date. Receivables, payables and other monetary items denominated in foreign currencies are translated into Danish kroner at the exchange rate at the balance sheet date. Realised and unrealised exchange gains and losses are recognised in the income statement as financial income/expenses. Foreign group entities Foreign subsidiaries are considered separate entities. Items in such entities' income statements are translated at an average exchange rate for the month, and balance sheet items are translated at closing rates. Foreign exchange differences arising on translation of the opening equity of foreign subsidiaries to closing rates and on translation of the income statements from average exchange rates to closing rates are taken directly to equity. Exchange adjustments of balances with separate foreign enitites that are considered to constitute an addition to or a deduction from the total investment in the separate foreign entitiy are taken directly to equity. On the sale of an separate foreign entity, the accumulated exchange adjustment is re-classified from equity to the income statement together with the gain or the loss. On initial recognition, derivative financial instruments are recognised at cost in the balance sheet and are subsequently measured at fair value. Positive and negative fair values of derivative financial instruments are presented as separate items in the balance sheet. Fair value adjustments of derivative financial instruments designated as and qualifying for recognition as a hedge of the fair value of a recognised asset or liability are recognised in the income statement along with changes in the fair value of the hedged asset or liability. Fair value adjustments of derivative financial instruments designated and qualifying as hedging of future assets or liabilities are recognised as separate items in the balance sheet and in the hedging reserve under equity. If the forecast transaction results in the recognition of assets or liabilities, amounts previously recognised in equity are transferred to the cost of the asset or liability, respectively. If the forecast transaction results in income or expenses, amounts previously recognised in equity are transferred to the income statement in the period in which the hedged item affects the income statement. The Company has chosen IAS 11/IAS 18 as interpretation for revenue recognition. Income from the sale of goods for resale and finished goods is recognised in revenue at the time of delivery and when the risk passes to the buyer, provided that the income can be made up reliable and is expected to be received. Revenue is measured net of all types of discounts/rebates granted. Also, revenue is measured net of VAT and other indirect taxes charged on behalf of third parties. Other operating income and operating expenses comprise items of a secondary nature relative to the Company's core activities, including sale of services to affiliates and gains or losses on the sale of non-current assets. 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 comprise wages and salaries, including holiday allowance and pensions, and other social security costs, etc., for the Company's employees. The item comprises amortisation/depreciation of intangible assets and property, plant and equipment. The cost net of the expected residual value for completed development projects and acquired IP rights is amortised over the expected useful life. Acquired IP rights include patents, rights and licences. 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 5-10 years Other fixtures and fittings, tools and equipment 3-5 years Leasehold improvements 10 years The residual value is determined at the time of acquisition and is reassessed every year. Where the residual value exceeds the carrying amount of the asset, no further depreciation charges are recognised. In case of changes in the residual value, the effect on the depreciation charges is recognised prospectively as a change in accounting estimates. Residual values are assessed to be DKK 0. 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. The income statement includes the proportional share of the underlying companies' profit or loss after elimination of internal profit/loss and after tax. In group entities, the full elimination of internal profit and loss is carried out without regard to ownership shares. Financial income and expenses are recognised in the income statements at the amounts that concern the financial year. Net financials include interest income and expenses as well as allowances and surcharges under the advance-payment-of-tax scheme, etc. 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. The Company and its Danish group entities are jointly taxed. The total Danish income tax charge is allocated between profit/loss-making Danish entities in proportion to their taxable income (full absorption). Jointly taxed entities entitled to a tax refund are reimbursed by the management company based on the rates applicable to interest allowances, and jointly taxed entities which have paid too little tax pay a surcharge according to the rates applicable to interest surcharges to the management company. Other intangible assets include development projects and other acquired intangible rights, including software licences, distribution rights and development projects. Other intangible assets are measured at cost less accumulated amortisation and impairment losses. 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. Gains or losses are calculated as the difference between the selling price less selling costs and the carrying amount at the date of disposal. Gains and losses from the disposal of property, plant and equipment are recognised in the income statement as other operating income or other operating expenses. 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 under operating leases are recognised in the income statement over the term of the lease. On initial recognition, investments in subsidiaries are measured at cost and subsequently at the proportionate share of the entities' net asset values calculated in accordance with the Parent Company's accounting policies minus or plus any residual value of positive or negative goodwill calculated in accordance with the purchase method of accounting. Subsidiaries with a negative net asset value are measured at DKK 0 (nil), and any amounts owed by such entities are written down by the Parent Company's share of the net asset value if the amount owed is deemed irrecoverable. If the negative net asset value exceeds the amounts owed, the remaining amount is recognised under provisions if the Parent Company has a legal or a constructive obligation to cover the subsidiary's deficit. Net revaluations of investments in subsidiaries are transferred to the net revaluation reserve according to the equity method where the carrying amount exceeds the acquisition cost. Newly acquired or formed entities are recognised in the financial statements from the date of acquisition or formation. Entities sold or otherwise disposed of are recognised up to the date of disposal. Gains or losses on disposal of subsidiaries are made up as the difference between the sales price and the carrying amount of net assets at the date of disposal including non-amortised goodwill and anticipated costs of disposal. Gains or losses are recognised in the income statement as financial income or financial expenses. The carrying amount of 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. Given the nature of the Group's cash pool arrangement, cash pool balances are not considered cash, but are recognised under "Receivables from group entities". Reserve for net revaluation according to the equity method The net revaluation reserve according to the equity method includes net revaluations of investments in subsidiaries relative to cost. The reserve can be eliminated in case of losses, realisation of investments or a change in accounting estimates. The reserve cannot be recognised at a negative amount. Reserve for development costs The reserve for development costs comprises recognised development costs. The reserve cannot be used to distribute dividend or cover losses. The reserve will be reduced or dissolved if the recognised development costs are amortised or are no longer part of the Company's operations by a transfer directly to the distributable reserves under equity. Translation reserve The translation reserve comprises the share of foreign exchange differences arising on translation of financial statements of entities that have a functional currency other than DKK, foreign exchange adjustments of assets and liabilities considered part of the Company's net investments in such entities and foreign exchange adjustments regarding hedging transactions that hedge the Company's net investments in such entities. The reserve is dissolved on the sale of foreign entities or if the conditions for effective hedging no longer exist. When equity investments in subsidiaries in the parent company financial statements are subject to the limitation requirement in the net revaluation reserve according to the equity method, foreign exchange adjustments will be included in this equity reserve instead. Hedging reserve The hedging reserve comprises the cumulative net change in the fair value of hedging transactions that qualify for recognition as a cash flow hedge and where the hedged transaction has not yet been realised. The reserve is dissolved when the hedged transaction is realised, if the hedged cash flows are no longer expected to be realised or if the hedging relationship is no longer effective. The reserve does not represent a limitation under company law and may therefore be negative. 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". Provisions comprise anticipated expenses relating to return commitments related to the sale of goods. Provisions are recognised when the Company has a legal or constructive obligation as a result of a past event at the balance sheet date and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation. 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. Financial liabilities are recognised at the date of borrowing at the net proceeds received less transaction costs paid. On subsequent recognition, financial liabilities are measured at amortised cost, corresponding to the capitalised value, using the effective interest rate. Accordingly, the difference between the proceeds and the nominal value is recognised in the income statement over the term of the loan. Other liabilities are measured at net realisable value. Deferred income Deferred income recognised as a liability comprises payments received concerning income in subsequent financial reporting years. 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 and short-term securities which are readily convertible into cash and which are subject only to insignificant risks of changes in value. The allocation of revenue to geographical markets is disclosed. The segmentation is in accordance with the Company's internal financial management. 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 Gross margin Gross profit/loss 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 The Group and the subsidiaries in Denmark, Sweden and Norway have lost the distribution rights for a larger portfolio of brands from 1 July 2025. This will have a negative impact on net sales and earnings in 2025, which will be partly compensated for by cost savings. The lost distribution rights will decrease capital tied up in inventory and will as such have a positive impact on the company’s working capital. The lost rights will also decrease the number of employees in the Group. SÆTHER has signed a new leasehold agreement for their new operations- and warehouse center in Espergærde planned to be ready from Summer 2026. The new O&W center is expected to bring cost synergies and less emissions from transportation, as we will be moving from 3-4 warehouse locations into 1. Except for the above, no events materially affecting the Group's and the Company's financial position have occurred after the financial year end. Breakdown of revenue by geographical segment: Revenue, Denmark 555,635 644,880 362,913 479,729 Revenue, Sweden 632,156 523,943 446,085 385,212 Revenue, Norway 254,350 227,499 171,256 158,978 Revenue, Other countries 50,160 48,752 33,035 23,894 1,492,301 1,445,074 1,013,289 1,047,813 Segment information is provided for revenue at business segments. Segment information is not provided by business area, as the main area represents more than 95 % of the total activity. In accordance with section 96(3) of the Danish Financial Statements Act, audit fees are not disclosed for the parent company as audit fees are disclosed for the Group as a whole in the consolidated financial statements. Prepayments include accrual of expenses relating to subsequent financial years, including rent, licence fees and other prepaid expenses. Prepayments include accrual of expenses relating to subsequent financial years, including rent, licence fees and other prepaid expenses. At 31 December 2024, the Group had recognised a tax asset totalling DKK 4.234 thousand. The tax asset consists primarily of non-utilised tax deductions in the form of timing differences. Based on the 2025 budget and future expectations, management has assessed it likely that future taxable profit will be available in which tax assets can be utilized. Other provisions comprise provisions for return commitments related ot the sale of goods. Return provisions relate to aniticpated return expenses in accordance with agreements with customers. The obligation is expected to be settled over the return period, which is maximum one year. Deferred income consists of prepaid marketing contributions that will not be recognised as income until the subsequent financial year once the recognition criteria are satisfied. Deferred income consists of prepaid marketing contributions that will not be recognised as income until the subsequent financial year once the recognition criteria are satisfied. Contingent liabilities Group Other rent and lease liabilities: Group Parent company DKK'000 2024 2023 2024 2023 Rent and lease liabilities 314,346 70,728 289,493 49,569 Group Rent and lease liabilities include a rent obligation totalling DKK 302,629 thousand (2023: DKK 60,452 thousand) in interminable rent agreements with remaining contract terms of 1-14 years. Furthermore, the Group has liabilities under operating leases for cars and IT equipment totalling DKK 11,717 thousand (2023: DKK 10,276 thousand) with remaining contract terms of 1-4 years. The Companies in the group is jointly taxed with other Danish group entities. As a jointly taxed group entity, the Company has joint and several unlimited liability, together with the other group entities, for all Danish income taxes and withholding taxes on dividend, interest and royalties within the group of jointly taxed entities. The Company is jointly taxed with other Danish group entities. As a jointly taxed group entity, the Company has joint and several unlimited liability, together with the other group entities, for all Danish income taxes and withholding taxes on dividend, interest and royalties within the group of jointly taxed entities. The Company is jointly taxed with E. Sæther Holding A/S until 31. March 2023, which acts as management company, and other Danish group entities. The Company has limited and alternative liability together with other jointly taxed group entities for payment of income taxes for income years as of 31. march 2023. The Company is jointly taxed with PP Holding 2019 ApS as of 1. April 2023, which acts as management company, and other Danish group entities. The Company has limited and alternative liability together with other jointly taxed group entities for payment of income taxes for income years starting from 1. April 2023. The Company is jointly registered for VAT with its subsidiary E. Sæther A/S. The Company is thus jointly and severally liable for all VAT liabilities under the joint registration. Total consolidated VAT payable for the jointly registered companies totalled DKK 4.751 thousand at 31 December 2024. A company charge of DKK 180 million, secured on Group trade receivables and inventories, has been provided as security for E. Sæther A/S' and Sæther Nordic A/S' debt to Nordea A bank guarantee has been provided for rent liabilities totalling DKK 1,246 thousand. A company charge of DKK 155 million, secured on the Company's trade receivables and inventories, has been provided as security for the Company's debt to Nordea. Furthermore, the former parent Company, E. Sæther Holding A/S has provided a guarantee vis-à-vis Nordea in respect of the subsidiary E. Sæther A/S' debt to Nordea. Information about consolidated financial statements Parent Domicile Requisitioning of the parent company's consolidated financial statements PP Holding 2019 ApS Denmark cv.dk Related party transactions DKK'000 2024 2023 Group Rent of owner-occupied property from shareholder 4,566 4,460 Allocation of interests from shareholders 885 1,125 Parent Company Sales of goods to group enterprises 897,576 932,217 Sale of POS materials to group enterprises 61,203 50,170 Allocation of supplier contributions to group enterprises 71,878 115,461 Sales of services to group enterprises 174,304 167,942 Allocation of employee costs to group enterprises 0 10,210 Allocation of interests to group enterprises 143 579 Rent of owner-occupied property from shareholder 4,566 4,460 Receivables from and payables to group entities are specified in the balance sheet. Information on the remuneration to management Information on the remuneration to Management appears from note 5, "Staff costs". 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