Annual Report • Mar 23, 2022
Annual Report
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a retail chain specializing in the sale of used cars and related integrated services that has grown rapidly. We combine online shopping with an extensive showroom network to provide our customers with a great service experience anytime, anywhere. In addition to digital channels, we served our customers in a total of 79 car showrooms in Finland, Sweden, and Germany in 2021. Kamux began its operations in 2003 and has sold more than 400,000 used cars since its founding.

| Kamux's year 2021 | 4 |
|---|---|
| Year 2021 in numbers | 6 |
| CEO's review on 2021 | 8 |
| Operating environment | 10 |
| Trends | 12 |
| Kamux's strategy 2021–2023 | 14 |
| Digital car retail | 18 |
| Business | 22 |
| Value creation | 26 |
| Kamux as an investment | 28 |
| Corporate responsibility at Kamux | 30 |
| Corporate governance statement 2021 | 45 |
| Remuneration report 2021 | 54 |
| Report by the Board of Directors and Financial Statements 2021 |
59 |
The Annual Report is published in Finnish and in English. In case of doubt, the Finnish version is authoritative.
We sold 12.8% more cars in comparison with the previous year.

We published our strategy for 2021–2023: our aim is to take an ambitious leap to accelerate growth and to elevate scalability. We announced Kamux's growth plans, targets, and strategy in our first Capital Markets Day.
We opened a mega store in Gothenburg – the store premises and yard area can accommodate a total of more than 300 cars.
In Germany, car sales continued mainly through digital channels – in the beginning of March, showrooms were opened, but there were still strict regional restrictions.
We improved our process of leading with knowledge and intelligence: we implemented the Kamux Management System, our ERP system for car retail in Finland.
We announced our plan to build a processing center and showroom in Oulu in Finland – a strategic real estate investment to boost growth goals.
We continued our investments in personnel training and development of capabilities: focus was on supervisor duties and leadership in particular.
Following the strong growth of the first half year, we updated the financial outlook for 2021: we raised our revenue outlook to EUR 850–900 million. The outlook for adjusted operating profit remained unchanged.
We announced the opening of a new showroom in Malmö in Sweden.
-ERP was launched also in Sweden. The system, which is in use in all of our operating countries, enables smoothly running everyday life and sales. In addition, the system supports the company's strategic focus area of leading with data and knowledge.
We continued to focus on larger showrooms: we announced that the business of the showroom in Varkaus will be moved to other showrooms in the region.
The showroom in Kaarina in Finland will be moved to larger premises, and its selection will be expanded.
Kamux's revenue increased by 29.5 percent to EUR 937.4 million. Return on equity was 19.5% in 2021.



Adjusted operating profit growth, % from previous year Revenue growth, % from previous year Finland Sweden Germany


| EUR million | 2021 | 2020 | Change, % |
|---|---|---|---|
| Revenue | 937.4 | 724.1 | 29.5% |
| Gross profit | 101.3 | 91.5 | 10.6% |
| as percentage of revenue, % | 10.8% | 12.6% | |
| Operating profit (EBIT) | 28.0 | 31.2 | -10.3% |
| as percentage of revenue, % | 3.0% | 4.3% | |
| Adjusted operating profit* | 31.4 | 30.7 | 2.3% |
| as percentage of revenue, % | 3.3% | 4.2% | |
| Revenue from integrated services | 42.8 | 37.1 | 15.4% |
| as percentage of revenue, % | 4.6% | 5.1% | |
| Number of cars sold | 68,429 | 60,657 | 12.8% |
| Gross profit per sold car, EUR | 1,480 | 1,509 | -2.0% |
| Sales growth of like-for-like showrooms, % | 19.1% | -3.8% | |
| Net debt | 70.4 | 53.5 | 31.7% |
| Inventories | 132.8 | 93.6 | 41.9% |
| Inventory turnover, days | 49.3 | 47.2 | 4.6% |
| Capital expenditures | 7.4 | 4.9 | 51.3% |
| Average number of employees during the period | 848 | 713 | 18.9% |
| Return on equity (ROE), % | 19.5% | 26.3% | |
| Return on investment (ROI), % | 12.5% | 16.9% | |
| Equity ratio, % | 47.3% | 50.1% | |
| Earnings per share, basic, EUR | 0.49 | 0.58 | -15.9% |
*) Operating profit adjusted for special items related to strategy planning, legal processes and taxes from previous financial years, totaling EUR 3.4 million for 2021 and EUR -0.5 million for 2020.
Kamux's medium-term annual financial targets for 2021−2023 are:
| Target | Actual 2021 |
|---|---|
| Annual revenue growth of more than 20% | 29.5% |
| Annually growing adjusted operating profit and adjusted operating profit margin of at least 3.5% |
Adjusted operating profit growth: 2.3%; Adjusted operating profit margin: 3.3% |
| Return on equity (ROE) of over 25% | 19.5% |
| Dividend payout of at least 25% of profit | 41% (dividend proposal for the financial year 2021) |

In 2021, the operating environment continued to be exceptional due to the prolonged corona pandemic. Despite the restrictions and challenges imposed by the operating environment, our performance was excellent, and our business continued to grow in all our operating countries. In Germany, corona restrictions were stricter than in the other markets and they were in place almost throughout the year. Sales were heavily focused online, and in the first half of the year, we served our customers in Germany primarily through our digital channels. Society did not impose such restrictions in Finland and Sweden: sales continued almost as normal, and special attention was paid to the health and safety of our customers and personnel.
A global shortage of components and chips delayed the delivery of new cars, which was also reflected in used car retail. Due to component availability issues, there were significant delays in the production of new cars, and consumers have been forced to wait for months for their car delivery. As a result, used cars have entered the market more slowly.
In the used car market, this has materialized as higher procurement prices for used cars, which has also increased their consumer purchase price. In Kamux's operating model, market price is always used when buying and selling a car and inventory turnover is rapid. This means that the price development has not had a significant impact on profit. Thanks to Kamux's professional sourcing we have fared extremely well in the purchasing market and have been able to offer cars that are of interest to the customers at competitive prices.
I am pleased to say that we have excelled at adapting to the circumstances of each of our operating countries, exceeded our growth target and continued doing business with great success also this year. Kamux's concept and seamless omnichannel customer service have proved their strength also in 2021.

In the first quarter of the year, we announced our strategy for 2021–2023. In accordance with our strategy, we will move up a gear to accelerate our growth. Our target is to seek growth particularly from our international business and nearly double our revenue during the strategy period. Profitability development during the strategy period is built on business growth and scalability.
We made significant efforts to reach our targets during the first year of the strategy period. One of our major efforts was the renewal of our car retail ERP system. The system was first launched in Germany at the end of 2020, and it was introduced in Finland in the second quarter of 2021. Kamux Management System, which has been tailored to our needs, offers a modern platform for streamlining and developing our operations and scaling our business. The system supports our international growth. The renewal brought along significant changes to our internal ways of working as well.
It is never straightforward to implement a new system and have a large number of users learn to use it. The deployment challenges in the early stages of the project were most evident in our largest operating country Finland. With the help of the learnings from the Finnish implementation, the system was successfully deployed in Sweden in late 2021. Kamux Management System is now in use in all of our operating countries, and it offers common tools to our personnel regardless of the market.
During the year, we announced our first strategic real estate investment, which was finalized in February 2022. We have built a showroom and car
processing center in Oulu, Finland. The processing center enables more efficient handling of cars, such as inspections, repairs, sales preparations, and logistics. We aim to serve our customers even better and to offer consistent, comprehensive, and highquality information on the cars we are selling.
In 2021, we opened a mega store in Gothenburg. The larger showroom size in a geographically central location supports scalability in accordance with our strategy and improves the efficiency of the processes integrated in the Kamux concept.
We invest significantly in the development of our services. In 2021, we piloted new service models such as Kamux Huoleton ("Carefree"), a service where the customer pays a fixed monthly fee to have access to a car.
All in all, the past year was once again exceptional, but we were highly successful especially in terms of our growth. Our revenue amounted to EUR 937.4 million, showing an increase of 29.5 percent from the previous year. Our gross profit increased by 10.6 percent, and our adjusted operating profit was 3.3 percent of revenue. Our profitability was impacted by the provision we had to make due to the legal processes we initiated in Germany against a local procurement partner. We are demanding a refund of payments related to purchasing agreements made to the procurement partner totaling approximately EUR 3.7 million.
Our ownership base grew considerably during the year. At the end of 2021, Kamux had a total of 23,726 shareholders. A warm thank you to all our owners for your trust. I would like to warmly welcome our new shareholders on a common journey towards our vision to be the #1 used car retailer in Europe.
Finally, I want to point out that once again, our personnel played a crucial role in enabling our growth. I would like to thank each Kamux employee for their joint efforts and especially for their contributions to the deployment of Kamux Management System and for adjusting to various arrangements amidst the pandemic. My sincere thanks for the past year also to each of our customers and partners. In 2022, we will continue to follow our path to growth, guided by our strategy.
Juha Kalliokoski CEO Kamux Corporation
used car retail was affected by the global shortage of components and chips delaying the delivery of new cars.
The key themes for our operating environment in 2021 were the continuing pandemic and how the various parts of society adjusted to this. In our operating countries, the societal restrictions related to curbing the pandemic were strict in particular in Germany. In Finland and Sweden, the society remained open without such restrictions, and consumer activities were not limited to the same extent. This means that the pandemic had only a minor effect on purchasing behavior. The global shortage of components and chips impacting new car retail delayed the delivery of new cars, which was also reflected in used car purchasing market.
used car market in Finland, Sweden, and Germany totals approximately EUR 100 billion.
According to Kamux's estimate, the size of the used car market in 2021 was approx. 0.6 million cars sold per year in Finland, approx. 1.3 million cars in Sweden, and approx. 6.7 million cars sold per year in Germany. We estimate that the used car market grew in Finland and in Sweden, but declined in Germany. The market has different types of operators such as new car retailers and small-scale used car retailers. In addition to these, car sales between consumers still play a significant role in used car retail although the trend has been downward.

In the car retail sector, the effects of the pandemic were still visible. The chip and component shortage caused extensive delivery difficulties for new car retail. In 2021, new car sales in the EU decreased by 2.4 percent from the previous year even though in 2020, new car sales hit a record low. In Finland, new car sales picked up compared to the low numbers of 2020, but the number of first-time registered cars was still far from previous years. In Germany, new car sales continued to decline. In 2020, the pandemic virtually halted the production of cars in Germany. However, the number of first-time registered cars was at an even lower level in 2021 due to the chip and component shortage. In Sweden, new car sales increased by over three percent compared to 2020, but the figure was clearly lower than in 2019.
Due to the delivery challenges of new cars, used cars entered the market more slowly. This was reflected in the procurement of used cars and raised the price levels.
According to our estimate, people's mobility needs have remained unchanged, and people's need to own and use a car remained steady also in 2021. In used car retail, consumer confidence in digital services continued to grow as the pandemic persisted.
Discussion continued around key themes concerning the car industry, such as technological transformation, power sources and climate change. No significant new regulations impacting the use of cars or Kamux's operations were adopted in the operating countries.
is based on the market opportunity which Kamux wants to seize as an international used car retail chain with a strong digital presence. The large size of the market enables the co-existence and simultaneous growth of various concepts and operators.

Used car retail has historically remained stable and is still extremely fragmented. The largest operators in the market have continued to grow, and car sales between consumers have been decreasing for some time already. Consumers value reliable sales with an established operator as well as effortless shopping and ease of service.
The digitalization of retail and the trend of effortless buying are also reflected in used car retail, as customers search for suitable alternatives in different digital channels. In practice, digital channels are a part of our customers' purchase paths with every car bought from Kamux. As online purchasing becomes more and more common, creating a first-class customer experience is highlighted along with reliability. Consumers also value getting all the services they need related to buying a car from one place.

Emerging trends include various shared mobility services such as joint ownership of cars, car sharing solutions, and private leasing services. All of Kamux's market areas have had operators that have offered different types of shared mobility services. However, according to our estimate, there has been no significant increase in the popularity of these new types of mobility solutions, and some of the service providers have suspended operations. The number of operators and various platforms offering new kinds of mobility solutions can be expected to rise in the future.
The mobility of people and goods is a strong underlying trend in all of Kamux's operating countries. Climate and environmental awareness have been increasing steadily among consumers, and this is evident in consumers' interest in cars that run on alternative power sources. 10.3% of the cars sold by Kamux in 2021 used alternative power sources. The demand for the newest alternative power source and fully electric cars is still curbed by their higher price level, availability, and partly limited selection. Especially purchase decisions related to fully electric cars are impacted by the consumers' uncertainty about the suitability of the car for different conditions as well as their operating range and adequate charging possibilities in different countries.
In early 2021, we published our strategy and its focus areas for the years 2021–2023. For an international used car retail chain with a strong digital presence such as Kamux, the large market offers an exceptionally attractive opportunity.
The key target of the strategy period is strong revenue growth, as we aim at nearly doubling the revenue. Profitability development during the strategy period is built on business growth and scalability.
We aim at seamless omnichannel service and the best digital purchase path on the market. Our customer service utilizes the strengths of our concept, such as cross-selling, where the whole extensive selection is accessible to the customer, regardless of which store they visit. Our customer proposition focuses on attractive prices and trust. We employ a customer-oriented approach in developing new services.
Data and analytics guide sales, purchasing and pricing. We utilize data also in developing the customer experience especially in online shopping. We invest in developing internal processes, such as improving the efficiency of our operating models and increasing consistency through automation.
vision is to be the #1 used car retailer in Europe.
We improve the efficiency of our processes and logistics and industrialize them. Going forward, we will open a fewer number, but larger new showrooms. We will further develop car inspection and other procedures related to cars. We will continue to keep our fixed costs low.
We develop our capabilities systematically to achieve our strategic ambitions. We invest heavily in personnel competence, continuous learning, and career paths at all levels of the organization.
KAMUX'S STRATEGY 2021–2023
Kamux's business model: omnichannel used car retail
During the second quarter of the year, the mega store and Kamux Green shop-in-shop we opened in Gothenburg supported both improving the efficiency of our processes and creating scalability. The store has a centralized selection of cars with alternative power sources. The larger size of the store improves the efficiency of our processes and creates scalability.
We have also announced the construction of a processing center and showroom in Oulu. This is Kamux's first strategic real estate investment. The industrialization of processes serves customers through both the selection and detailed and highquality information provided on the cars, which builds transparency and trust.
Developing new services is a part of our strategy, and one example of this is Kamux Huoleton, which is a service model for car use with a monthly fee. We launched a pilot for the service in the spring in the Konala showroom in Helsinki.
The deployment of our new Kamux Management System ERP in Finland and Sweden during 2021 supported utilizing data and leading with knowledge. The system is now in use in all of Kamux's operating countries. We invested in our omnichannel customer service by developing
our contact center functionality, and we extended customer service times with the help of our chat service.
In 2021, we took significant steps to increase the consistency of our operating models and the cooperation between our operating countries. We focused on implementing Kamux's management style and culture, and we carried out training programs for our employees who have supervisory duties as well as our sales personnel. We conducted talent and career surveys for our personnel to help develop their skills and provide them with career development opportunities.
people's mobility needs through reliable used car retail and by offering attractive prices.
DIGITAL CAR RETAIL
Digitalization is crucial for Kamux's business model. We have made significant investments in digitalizing our operations and in our online sales channels to ensure first-class customer experiences in all our markets.
In Kamux's international operating environment, large operators focusing on used car retail have developed their operations also in the digital operating environment, for example through introducing various digital service models and platforms. Kamux's strengths have always been our extremely adaptable omnichannel concept and well-timed development projects.
Digital customer service channels and sales have established their position in all our operating countries. In 2021, Germany saw the most significant growth in the number of users. The growth was partially accelerated by the societal restrictions set for the opening hours of showrooms due to the pandemic, which drove consumers to do business online.
With online purchasing becoming more and more common, creating a first-class customer experience and ensuring reliability throughout the purchase path have become even more evident. In 2021, majority of our customers chose to interact with us both online and in the showroom. Cross-selling between showrooms constituted 31% of sales in Finland and 27% within the whole Group. In cross-selling, the car bought by the customer is located in a different region than the customer. This calls for good quality, comprehensive information provided on the cars and reliable service offered through the online channels.
During the strategy period 2021–2023, Kamux will focus on improving internal processes. Through automation, we aim to streamline and harmonize our operating models, such as pricing, customer contact management, the placement and logistics of the cars on sale, and market analytics.
In 2021, one of the key projects was the deployment of our Kamux Management System ERP in Finland and Sweden. In Germany, the system has been in use since December 2020. The fully scalable ERP system has been tailored for our needs, and it replaced the previous system that had been in use since 2009.

Digital customer service channels have established their position in used car retail, and consumers expect to be served at a time that best suits them. They also want to take their time when searching for information and do it in the comfort of their own homes. The chat service on our website has received especially positive feedback from our customers.
We serve our customers through the chat from early morning until late evening, also outside of showroom opening hours. With the chat service, we have therefore extended the timeframe during which our customers can receive personal service. In late 2021, we expanded the service to include, for example, the possibility to make video calls regardless of the device being used. During the year, the size of our chat service team doubled as customer interactions in the chat increased.
On our website, our customers receive reliable and comprehensive information on the cars for sale. Through our chat service, we answer customer questions, give additional information, and can for example book a test drive. During the showroom opening hours, we can present a car in real time through the chat service.
customer service in digital channels is an essential part of Kamux's business model.


Kamux Management System tailored for Kamux's needs

use digital channels in Finland(1) 31%
(1) Cross-selling 1–12/2021. (2) Based on the company's estimate. use digital channels at group level(1) 27% of customers begin their
purchase path online and continue to a showroom
begin and finish purchase in a showroom(2) ~ 1%
visits to Kamux websites in Finland, Sweden, and Germany per month
serve as pick-up points for cars bought at the webstore or other digital channels in 2021

In 2021, we focused on the implementation of our company's growth strategy decisively. Kamux's concept proved its effectiveness despite the uncertainty caused by the prolonged corona pandemic.
In the spring, we invested especially in purchasing cars to ensure adequate inventory levels for the summer. This was positively reflected in revenue development and the number of cars sold. We invested in efficient inventory turnover with the help of our professional purchasing and selling processes. We had great success with purchasing cars, even though the disturbances in the new car retail market caused by the shortage of chips and components as well as the difficulties in delivering new cars affected the price levels of used cars.
We expanded our showroom network in accordance with our strategy by launching an investment project for opening a showroom and a processing center in Oulu and by opening a mega store in Gothenburg. In addition, we announced our plan to open a new showroom in Malmö in 2022. At the end of 2021, Kamux had a total of 79 showrooms – 50 in Finland, 21 in Sweden, and 8 in Germany.
In 2021, we launched pilot and development projects related to integrated services. Our customers valued the comprehensive service Kamux offers, where all services related to buying or selling a car are offered under one roof. The revenue for integrated services grew in 2021.
Kamux has established its role as the largest operator in used car retail in Finland, and the strong growth of the company continued also last year. We estimate that our market share at the end of the year was approximately eight percent. In 2021, our business continued amidst the pandemic, but in Finland, the restrictive measures implemented in the society did not extend significantly to doing business, and their impact on visiting stores was minimal.
According to our estimate, the used car market in Finland grew during 2021. The impacts of the global shortage of chips and the new car delivery issues were evident also in Finland. There were 98,481 new car registrations in Finland in 2021, which is 2.1 percent less than during the previous year. However, the number of registrations was far below the five-year average of 114,000 (Finnish Information Centre of Automobile Sector). The new car delivery issues affected the used car market, as trade-in cars entered the market more slowly. 10.3% of all cars sold by Kamux in Finland were cars using alternative power sources, that is hybrid, electric, or natural gas cars. 32.8 percent of cars imported by Kamux were hybrid, electric, or natural gas cars. Plug-in hybrids
remained a popular option among the alternative power source vehicles. The share of fully electric and natural gas cars is still low.
Revenue in Finland increased to EUR 611.0 million (512.1) and operating profit increased to EUR 37.8 million (34.9). In 2021, operating profit was 6.2 percent (6.8) of revenue. Integrated services revenue increased to EUR 35.6 million (31.4), or 5.8% (6.1) of the total revenue in Finland.
One of the most significant events of the year in Finland was the decision to build a processing center and showroom in Oulu. This is Kamux's first strategic real estate investment. The processing center enables efficient and more precise handling of cars, such as inspections, repairs, sales preparations, and logistics. The industrialization of processes serves customers through both the selection and detailed and highquality information provided on the cars, which builds transparency and trust. The construction progressed according to plan, and the processing center was opened in early 2022.
According to our strategy, we will focus on larger showrooms in the future. We announced that the showrooms in Lielahti, Tampere and Kaarina would
be moving to larger premises. In Varkaus, we decided to move the business from the showroom to other showrooms in the region and to close down the Varkaus showroom.
In 2021, we appointed Jani Koivu as Country Director of Kamux Finland. Koivu started in his new position on February 1, 2022.
Kamux had a total of 50 showrooms in Finland.



In Sweden, the strong growth of Kamux continued. When it comes to actions related to the corona pandemic, Sweden continued as before, and the government did not set restrictions for consumer activities, movement, or doing business. New car sales increased by approximately three percent from the previous year, but the figure was over 14 percent lower than in 2019. All in all, used car sales increased in the market. The sales development and delivery difficulties of new cars in the last two years have impacted the used car purchasing market also in Sweden.
Despite the challenges imposed by the operating environment, we managed to grow in line with our strategy as well as increase our market share. According to our estimate, we have secured a position among the five largest players in Sweden in terms of sales volume. Our market share is approximately one percent of the entire used car market in the country.
The previously active export of used cars from Sweden slowed down significantly due to the strengthened exchange rate of the Swedish krona during 2021. The power source based taxation for first-time registered cars in Sweden was revised during 2021. In new car retail, this drives consumers' purchase decisions towards lower-emission cars with alternative power sources. According to MRF statistics, the share of plug-in cars of the first-time registered passenger cars was 45% in 2021. The share of plug-in hybrids and electric cars of all new cars continued to grow compared to the previous year.
Revenue in Sweden increased to EUR 296.6 million (215.5) and operating profit decreased to EUR 1.3 million (2.4). In 2021, operating profit was 0.5 percent (1.1) of revenue. The growth was driven by the sales of new showrooms and the sales growth of likefor-like showrooms. Integrated services revenue increased to EUR 5.2 million (3.7), or 2.2% (2.5) of the external revenue in Sweden.
In the second quarter of 2021, we opened a mega store in Gothenburg. The store can accommodate approximately 300 cars. The Gothenburg store is Kamux's largest, and it enables improving the efficiency of our processes and creating scalability. The store has a Kamux Green shop-in-shop, which
focuses on cars with alternative power sources. We will open a new showroom in Malmö during the second quarter of 2022.
Kerim Nielsen, the new Country Director of Kamux Sweden, started in his position in late 2021. Previously, he worked in the company as Operational Manager, which allowed him to orient himself to Kamux's business and concept.
a strong foothold in the Swedish market. At the end of 2021, Kamux had a total of 21 showrooms in Sweden.



The first half of 2021 in Germany was extremely exceptional due to the widespread closure of the society and related measures. In Germany, visits to brick-and-mortar stores and their opening hours were restricted regionally based on incidence rates. The restrictions on businesses and movement became gradually less strict as summer approached. The extensive restrictions and the unusual situation affected used car retail and Kamux's profitability in Germany.
In Germany, new car sales continued to decline. In 2020, the pandemic virtually halted the production of cars in Germany. However, the number of firsttime registered cars was at an even lower level in 2021 due to the delivery difficulties caused by the chip and component shortage. The situation was reflected in used cars as price increases. In 2021, the number of first-time registered cars in Germany totaled 2.6 million. This was over 10 percent less than in 2020 and 27 percent less than in 2019. As the market is large, the challenges experienced in new car retail did not have a significant effect on Kamux's operations. The systematic implementation
of Kamux's business model and concept will continue in Germany.
Revenue in Germany increased to EUR 98.6 million (67.0) and operating loss increased to EUR -5.1 million (-1.5). A provision of EUR 3.9 million was made in the second quarter for ongoing legal processes, and this had an impact on the operating loss in Germany. In July 2021, Kamux Auto GmbH, a subsidiary of Kamux Germany, initiated legal processes against a local sourcing partner that was unable to supply cars in exchange for payments as promised despite complaints. Kamux Auto GmbH is claiming back cash and cash equivalents related to car purchase agreements that have been paid to the sourcing partner and amount to EUR 3.7 million in total.
Integrated services revenue was EUR 2.0 million (2.0), or 2.2.% (3.2) of the external revenue in Germany.
Towards the end of 2021, we appointed Martin Verrelli as the Country Director of Kamux Germany. Verrelli will start in his position on July 1, 2022 at the latest.
Kamux had a total of 8 showrooms in Germany.





The cornerstones of our business model, driven by the digital omnichannel customer service, enable profitable growth and value creation for Kamux's stakeholders and society at large.
Market leader in Finland and established presence in the Swedish and German markets
Extensive selection with high turnover rate and continuously growing vehicle database
Large and growing clientele: consumers and companies and entrepreneurs who need commercial vehicles
Extensive international purchasing networks and sourcing channels: approximately 100 car suppliers in 17 countries
Professional used car purchasing and sales teams in Finland, Sweden, and Germany
Car retail ERP Kamux Management System supporting the company's growth
Systematically expanding sales network: 10 digital sales channels and 79 showrooms at the end of the year
Well-known Kamux brand
Stable financial position: equity of approximately EUR 106 million
We provide solutions to different mobility needs: a total of 68,429 cars sold in 2021
We offer all relevant and evolving add-on services: Kamux Insurance, Kamux Plus, and Kamux Financing

We are a significant employer throughout Finland and a growing employer in Sweden and Germany
We renew Finland's car stock and import lower-emission cars: of our imported cars, 32.8% were natural gas, electric, or hybrid cars
Our impact
Figures from 2021 unless stated otherwise.
The European used car market is large and fragmented, offering a considerable growth opportunity for Kamux. The Finnish, Swedish, and German markets total over EUR 100 billion.
The importance of digital and omnichannel purchase paths is steadily increasing in the market. Market dynamics are in a state of change as consumers value convenience and reliable sales with an established operator. The electrification of motoring is an emerging trend which is visible also in used car retail.
The fragmented used car market is expected to consolidate. This development might create opportunities for expansion also through corporate acquisitions for Kamux.
Kamux is a unique and strongly digital company specialized in used cars. The company is one of the few international used car retail chains.
Kamux's business model is based on a combination of digital commerce and an extensive network of showrooms offering a seamless omnichannel customer experience. Professional and centralized sourcing, diverse sourcing channels, and efficient inventory turnover enable a versatile selection of competitively priced cars. Rapid inventory turnover enables us to minimize depreciation in the value of the car inventory and the amount of capital tied up in the inventory. Low fixed costs and a relatively large share of variable costs increase economic flexibility.
Integrated services are also a part of the business model. Kamux offers its customers third-party financing products (Kamux Financing) in all of its operating countries. Kamux Insurance service and the company's own liability extension for possible car repair costs, Kamux Plus, are offered in Finland and Sweden.
Kamux's growth is based on the increased sales of its existing showrooms, opening of new car showrooms, capitalizing on digitalization, and a strong customer experience.
In 2021, our revenue increased by 29.5%. During the past five years, our revenue has increased on average by 19% per year. International revenue increased by 40% in 2021. Adjusted operating profit increased to EUR 31.4 million, and during the last five years, it has grown by 12% per year on average. Return on equity was 19.5%.
During the strategy period 2021–2023, Kamux's target is to nearly double the Group's revenue. The strategic focus areas are omnichannel customer experience and services, efficient processes and scalability, utilizing data and leading with knowledge, and developing capabilities and continuous learning. At the start of the strategy period 2021–2023, focus is on accelerating growth in particular. Profitability development during the strategy period is built on business growth and scalability.
is to be the #1 used car retailer in Europe.

In 2021, we developed our customer service to better meet the needs of our customers in an omnichannel service environment. We also carried out major projects to develop the skills and expertise of our personnel. In environmental terms, the significance of circular economy has become even more pronounced.
KAMUX HAS THREE RESPONSIBILITY themes that cover material responsibility topics. For specifying the themes and the topics, we have used our customers' feedback and questions as the stakeholder viewpoint, interviewed analysts and investors, and examined the information gathered from employee surveys. Kamux's key stakeholders include our customers, personnel, owners, partners, authorities, and decision-makers as well as the car industry.


We provide many people with a possibility to buy a newer car by offering a versatile selection of used cars. By importing cars, we renew the average age of the car stock in Finland.

A key business principle for Kamux is to operate responsibly. We aim to be the forerunner of car retail by being reliable, open and transparent.
Enthusiasm for work
Kamux wants to be a fair, inspiring, and motivating employer. A committed and motivated personnel is the key to our success.
The materiality analysis was conducted in 2019.
Our guiding principle is that the metrics focus on the most essential topics and give a comprehensive picture of the responsibility of our operations. We develop monitoring of the metrics and data collection as part of the business.
| THEMES AND TOPICS | GOALS | CENTRAL METRICS |
|---|---|---|
| Sensible choices | ||
| Newer cars, alternative power sources | We provide many people with a possibility to buy a newer car We bring lower emission cars to the roads and renew the car fleet |
Vehicles sold Age and share of alternative power sources of imported cars |
| Promoting circular economy | Maintenance and repair measures and equipment upgrades extend the life-cycle of cars |
% of vehicles sold |
| Efficient operation | We use resources wisely and expect the same from our partners We lead our operations with knowledge on supply and demand, we optimize routes and modes of transport when moving vehicles |
Fuel consumption |
| Worth the trust | ||
| Reliable information on cars | Consumer protection authority decisions recommending compensation in claim situations |
Decisions recommending rectification, % of cars sold |
| Excellent customer experience | Kamux offers smooth, transparent customer experiences, encouraging customers to recommend Kamux |
Customer satisfaction target level at 4/5* |
| We are the forerunner in car retail in creating a culture of trust and openness |
Employee notifications through the whistle-blowing channel are handled appropriately |
|
| Value for society | We create economic well-being in society | Salaries paid Tax footprint |
| Enthusiasm for work | ||
| Versatile career possibilities | We offer a dynamic work community with opportunities to develop as a car retail expert |
Growth in number of personnel Number of internal recruitments |
| Promoting expertise and well-being | A committed, skilled and motivated personnel is the key to Kamux's success |
Score of work satisfaction and well-being surveys by country Health percentage of employees |
| Striving for diversity | We aim to become a more diverse work community We treat employees equally |
Gender distribution Number of languages spoken by the personnel Width of age range |
* At the beginning of 2021, we expanded our customer satisfaction survey to include people who had interactions with Kamux but who did not buy a car in the end. With the new survey method, we have defined a new target level.
We are committed to contributing to the United Nations' global Sustainable Development Goals (SDGs) in our operations. Especially goals 4, 8, and 12 are central to Kamux.

Ensure inclusive and equal high-quality education and lifelong learning opportunities
Promote inclusive and sustainable economic growth, full and productive employment and decent work
Ensure sustainable consumption and production patterns
Kamux's Management Team is responsible for setting and monitoring the themes, goals, and performance metrics of the corporate responsibility program. The Board of Directors of Kamux approves the corporate responsibility program and the results of the work and discusses matters related to responsibility in their meetings. The Chief People Officer along with the corporate responsibility working group coordinate daily responsibility work with experts in various fields.
Risks related to corporate responsibility are identified and managed as a part of Kamux's comprehensive risk management work. In addition, responsibility topics, including the related risks, are discussed in every Management Team meeting, and they are included on the agenda of the Audit Committee and form a part of the Board of Directors' reporting package.

The Upright Project has developed a net impact model, which measures the overall impact and value creation of companies, i.e. what a company achieves with its products and services. Upright's analysis on Kamux can be found on our website under the Corporate responsibility section. We will utilize the results in our strategic planning and the development of our responsibility program.
A considerable aspect in Kamux's impact is supporting people's mobility, the transportation of goods, and societal infrastructure. The modeling emphasized value creation for society. We make it possible for many people to purchase a newer car. In addition, the company supports the overall functioning of society by offering employment and paying taxes.
The Upright Project also modeled future scenarios in terms of Kamux's impact profile. Kamux's operating environment is affected by global megatrends such as climate change and digitalization as well as phenomena such as the corona pandemic in the shorter term.
The largest environmental impacts of Kamux's operations are caused indirectly by vehicles used in traffic. In terms of Kamux's impact profile, the development of low-emission cars and their share of total car sales are integral. Reducing traffic emissions has a key role in combating climate change. Emission reduction targets, the ways of achieving them, and their possible costs for motoring vary in different countries. They also shape Kamux's net impact.
Used car retail has positive environmental impacts especially from the perspective of circular economy. Kamux enables using cars that have already been manufactured throughout their reasonable lifecycle. Climate challenge, biodiversity loss, and the use of non-renewable raw materials underline the importance of circular economy. Kamux's operations are based on recycling, and they are part of a circular economy where non-renewable natural resources are saved through repairs, reusing and recycling.

Kamux supports the national energy and climate strategies and emission reduction targets. We renew Finland's car stock by importing newer cars with lower CO₂ emissions compared to the average car currently used on Finnish roads.
Transportation accounts for approximately a quarter of all greenhouse gas emissions both in Europe and globally (European Comission and SLOCAT Transport and Climate Change Global Status Report). As for global road transportation emissions, passenger car transportation accounts for approximately 41 percent (statista.com). In Finland, greenhouse gas emissions related to transportation have decreased by approximately 13 percent between 2005 and 2019 (Liikennefakta). The CO2 emissions of the car manufacturing industry are high as well, so existing vehicles should be used
sensibly for the whole extent of their life-cycle and the remaining materials should be reused within the circular economy.
Kamux offers its customers a broad selection of cars, including low-emission combustion engine cars utilizing new technology as well as alternative power sources. However, the disposable income of households and people's driving needs and places of residence determine the car choices people make as well as the price category of the vehicles most people can purchase.
Even though the relative use of alternative power sources is increasing, the absolute quantities are still fairly low, and the European car stock changes slowly. In Finland, the average age of passenger cars registered or in traffic use has risen since 2007 (Statistics Finland).
combustion engine cars and alternative power sources.
| FINLAND | The figures in parentheses are comparison figures from 2020 |
|---|---|
| The average CO2 emissions for passenger cars used in transportation at the end of the year | 151.5 g/km (153.5) (Liikennefakta.fi) |
| The average age of passenger cars used in transportation | 12.6 years (12.5) |
| Of first-time registered passenger cars | |
| • natural gas, electric, and ethanol cars as well as plug-in hybrids |
11.2 percent (6.3) 20.5 percent (13.7) |
| • combustion engine cars |
39.8 percent (60.5) |
| • non-rechargeable hybrids |
28.5 percent (19.4) |
| Natural gas, electric, and ethanol cars and plug-in hybrids, % of entire car stock | 4 percent (below 3) (Finnish Information Centre of Automobile Sector) |
| Kamux | |
| Average age of imported cars | 5.5 years (4.3) |
| Average CO2 emissions of imported cars | 123.8 g/km (130.7) |
| Cars using alternative power sources, such as hybrid, electric, natural gas, or ethanol cars, % of imported cars | 32.8 percent (29) |
| Cars using alternative power sources, % of all cars sold in Finland | 10.3 percent (8) |
| SWEDEN | |
| Plug-in hybrids, electric cars, natural gas, or ethanol cars, % of first-time registered cars | 44 percent (32) |
| % of entire car stock | 11 percent (8) (Trafa.se) |
| GERMANY | |
| Natural gas and electric cars and plug-in hybrids, % of first-time registered cars | 26.5 percent (14) |
| % of entire passenger car stock | 2.1 percent (1.5) (Kraftfahrt-Bundesamt) |

We carry out used car retail by purchasing cars through our sourcing network and from individual consumers and by selling them forward. Cars are always purchased following Kamux's procurement guidelines. In 2021, we carried out maintenance and repair measures and equipment upgrades to 52 percent (56) of the cars sold to ensure that their usability is as good as possible, taking into account the age of the car. This also supports the usability of the car considering its remaining reasonable life-cycle.
We use resources sensibly and expect the same from our partners. The most significant climate impacts of our operations result from moving cars between showrooms. We seek to optimize the transportation of cars through the selection of routes and transportation modes. By investing in leading with knowledge, we aim to combine supply and demand. Thus, we can place the cars in our showrooms in a way that minimizes transferring them. We have instructed our personnel on driving in an economical and environmentally conscious way. The cars are fueled with only the necessary amount of fuel. Kamux's fuel consumption in 2021 was 32 liters (29) per car sold.
Service, repair, and cleaning are done by local partners to avoid unnecessary driving. This is also a way of supporting businesses to provide employment across the country in all of Kamux's operating countries. We have approximately five thousand partners in total, including car procurement channels and partners.
We use recycled spare parts of high quality when possible. For example, motors, gear systems, turbos, steering gears, and other larger spare parts are mainly rebuilt. Smaller spare parts are new. We expect that our partners recycle their waste such as batteries, tires, and problem waste appropriately.
We minimize the amount of waste and recycle the waste we produce. We pay Finnish Car Recycling a yearly membership fee related to recycling car parts appropriately. We favor recycled furniture when furnishing our office premises. In 2021, the amount of waste totaled 37.14 tons (25.86). The waste recovery rate was 83% (95), and the recycling rate was 10% (12). The amount of waste and the waste recovery rate are affected by the volume of operations as well as fluctuations in waste component volumes. The information for 2021 covers all 50 showrooms in Finland (45). We restrain energy consumption in showrooms, focusing particularly on properties where we can directly influence the used energy solutions.

Both climate matters and mobility are prominent on the agenda of governments, companies, and consumers. The share of alternative power sources in new cars is growing, which also impacts used car retail. Kamux renews the car fleet and offers a wide selection of cars using alternative power sources, also importing them to Finland from elsewhere in Europe.
A customer can get acquainted with several car makes and models conveniently in the showrooms and online channels. We have wanted to introduce a particularly extensive selection in a few of our showrooms. Our shop-in-shop concept Kamux Green offers hybrid, electric, and natural gas cars under one roof. Kamux Green shops are available in four of our showrooms, and we are looking for opportunities to expand the concept.
At the moment, a hybrid engine vehicle is a viable choice for many. Electricity reduces the fuel consumption of the vehicle, which is economical and reduces emissions. In terms of fully electric cars, motorists are considering the driving range of the car in relation to their own everyday needs.
We have an up-to-date alternative power source selection. We encourage our customers to ask questions and test different options. What matters most is that each chosen vehicle is suitable for the needs of the customer.
Kamux recycles existing commodities. In terms of CO2 emissions, cars should not be scrapped until they reach the age of 15−20 years. A used car is often a sensible option in terms of total emissions. The average age of the cars we imported into Finland in 2021 was 5.5 years (4.3).

Source:
CO2 emissions from cars, the facts (2018)
At the moment, the carbon dioxide emissions amount to approximately 4 tCO2 In 2001, the figure was 5 tCO2. The estimate for the year 2060 is 2.7 tCO2.
Transport & Environment, European Federation for Transport and Environment AISBL
Scrapping a car less than 10 years old increases emissions when compared to a longer life-cycle.
A life-cycle of less than 15 years would require significant reductions to in-use emissions for the scrapping of the car to be beneficial with regards to the emissions.
When aiming to minimize CO2 emissions, the optimal life-cycle of a car is 15–20 years.
Carbon dioxide emissions of approximately 1 tCO2.
Scrapping old diesel cars has a positive effect on nitrogen oxide emissions, if the replacing vehicle is a low-emission vehicle.

In all our activities, we aim to adhere to good consumer sales and governance practices as well as the principles of responsible business we have defined. We expect that our personnel and partners follow Kamux's Code of Conduct in their daily work regardless of their job description, showroom, or customer service channel.
In line with our updated strategy, we will centralize the processing of cars and create a unified method for all showrooms, for example, for checking the condition of the car and collecting essential information related to it. With our centralized operations and upgraded operating model, we strive to provide more consistent and reliable information on the cars for sale to support our customers' purchase decision.
By providing as comprehensive and reliable information as possible on the cars for sale, we are looking to further strengthen our role as a forerunner in reliable car sales. Through centralized inspections and a systematic approach to processing cars, our aim is to meet the ever-increasing consumer need to obtain
comprehensive and reliable information before making a purchase decision regardless of the channel. In our operations, we adhere to the Consumer Protection Act, and we openly disclose the actual condition of the cars we have for sale and their potential shortcomings. Through transparent and reliable used car commercial practices, we aim to increase our customer satisfaction and minimize the amount of post-sale disagreements and dispute cases requiring a resolution from the consumer authority.
During disagreements between a retailer and a consumer, Kamux adheres to consumer authority recommendations, and we always aim to mediate any possible conflict situations in accordance with the recommendations of the consumer authority. In 2021, Kamux sold a total of 48,660 used cars in Finland (45,435). A total of 68 (68) cases, or 0.1% of sales, led to a consumer dispute procedure in 2021. The number of cases leading to a dispute procedure remained unchanged from the previous year, despite the increase in the number of cars sold. This means that
we managed to reduce the number of disagreements in relation to the number of cars sold. In 54% of the resolved cases, the Consumer Disputes Board's decision supported the proposal made by Kamux to the customer. Decisions recommending rectification constituted 0.08% of cars sold.
In Sweden, we acted according to the recommendations and guidelines of the local consumer authority, Allmänna reklamationsnämnden (ARN). Out of the 14,361 (10,485) sales in Sweden, 62 (90) disagreements between Kamux and a customer were resolved through the consumer dispute procedure of ARN in 2021. 61.3% of the decisions supported Kamux's proposal to the customer and 0.17% of cars sold were decisions recommending rectification.
In Germany, disputes between a retailer and a consumer are always settled in court. By the end of 2021, a total of 17 (11) cases were concluded. Out of these, 2 led to a decision in favor of the customer. Seven cases were settled with a compromise solution.

We offer omnichannel customer service, and more and more customers get first acquainted with the selection using digital channels. The goal of the omnichannel customer service is to offer our customers a reliable and pleasant customer experience regardless of the channel or location. We want to make our customer interactions as easy and smooth as possible to make sure that we above all meet the needs of the customer.
We offer customer service that responds to the customers' needs in channels that best suit them also outside the showroom opening hours. We want our customer interactions to be smooth and transparent, encouraging customers to recommend Kamux. We aim to offer a best-in-class customer experience in used car retail anytime and anywhere, regardless of the channel.
We monitor our success closely through our customer satisfaction survey, which is sent to all customers who buy a car from Kamux in all operating countries. At the beginning of 2021, we expanded our customer satisfaction survey to include people who had interactions with Kamux but who did not buy a car in the end. The aim of the change was to better utilize the data collected through the customer satisfaction survey in developing the customer experience. In 2021, a total of 7,691 customers took part in the survey, and our overall score was 3.8 (the result of our previous customer satisfaction survey in 2020 collected using different variables: 4.3/5). The target level for the survey using the new methodology is above 4.
Kamux is a used car retail forerunner that creates an open operating culture and builds reliable operating models for the used car retail sector. We invest in smooth interactions with our customers and promote an open and safe atmosphere for our personnel throughout our organization. Our Group has an anonymous whistleblowing channel, through which any one of our employees can report possible detected or suspected actions violating our Code of Conduct. In 2021, our internal channel was used to report one act that was in violation of our Code of Conduct. After the report was investigated, the violation was handled in accordance with the company's HR processes. We have a general feedback email available to everyone on our website. In 2021, we received no reports through it leading to measures.
Our goal is to build profitable growth through a longterm effort and to create value for our shareholders and the society through reliable and transparent used car retail.
In accordance with our new strategy, we aim for strong growth and focus on improving profitability. The 2021 tax footprint was smaller compared to the previous year because of the schedule for tax authorities processing car tax rulings changing and a significant portion of taxes on cars imported by Kamux carrying over to 2022. In 2021, our tax footprint was EUR 67.1 million (86.4) in total. The most significant items related to tax payments were the car taxes as well as marginal and VAT taxes paid. We paid a total of EUR 5.5 million (6.6) of income tax in 2021.
Our remuneration is based on an equal and motivating remuneration model, according to which the remuneration of our personnel consists of a basic salary and a performance-based pay. The portion that is performance-based is based on the number of cars sold, profit, and the sales of integrated services. Our remuneration model aims to provide our entire personnel with a fair and transparent basis on which the total pay of Kamux employees in different positions is built.
We paid EUR 39 million in salaries to our personnel during 2021. The amount of salaries paid grew by 20.2 percent from the previous year. The Group's revenue grew by 29.5 percent during the financial year 2021.
the amount of the salaries we paid grew by 20.2 percent.

CORPORATE RESPONSIBILITY AT KAMUX
Kamux wants to be a fair, inspiring, and motivating employer. We offer interesting career paths and opportunities for development as a car retail expert in a dynamic work community. We also support the professional development of our personnel. A skilled and committed personnel is the key enabler of Kamux's long-term international growth.
We conduct career and talent surveys systematically to find suitable career paths and new job opportunities within our organization. In 2021, a total of 90 Kamux employees changed positions through internal recruiting. We want to continue to develop our organization also in the future. By offering opportunities for professional development in an international work environment, we want to ensure that our employees, who are in different phases of their careers, are committed to the company.
Converted to full-time equivalent (FTE) employees, Kamux employed 848 (713) people in 2021. The Group's number of employees grew by 18.9 percent (19.8). During the year, we strengthened our sales organization and expanded our talent pool by hiring, for example, digital and data experts. According to our growth strategy, Kamux aims at hiring a total of 1,000 employees during the strategy period by 2023.
In 2021, we carried out major projects to develop the skills and expertise of our personnel. We launched Kamux's License to Lead training program in Finland, and the implementation will continue in our other operating countries in 2022. The aim of the training program is to provide our supervisors with a uniform set of tools for success in each of our operating countries, especially as many of our
employees have advanced in their careers within Kamux and have supervisory duties for the first time. In addition, we organized sales management coaching sessions for sales supervisors during the year. The sessions focused on, for example, emotional intelligence, interpersonal skills, and self-management.
The worker rights defined by the International Labour Organisation (ILO), local labor laws, human rights defined by the UN, and our Code of Conduct guide all our operations. We want our working environment to be safe and pleasant for all Kamux employees. We train each Kamux employee on the ways of working based on the Code of Conduct, supplement the training, and monitor the realization of the Code of Conduct. Kamux aims to be a car retail forerunner in creating a culture of trust and openness.
We measure the development of our employees' capabilities and well-being at work through an annual work satisfaction and well-being survey. In 2021, work satisfaction and well-being improved in all operating countries in comparison with the previous year. The positive development was supported by, for example, our training projects and career and talent surveys which told us about our employees' career aspirations and desires for development. The results of the survey conducted in 2021 were 4.08/5 in Finland (3.88), 3.95/5 in Sweden (3.93), and 3.88/5 in Germany (3.78). The Group's average score was 4.04/5.
Kamux's aim is that our employees are not involved in accidents leading to absence from work. During 2021, a total of 10 (8) accidents occurred that led to absence from work. One resulted in a longer absence. The most typical accidents result from slipping or stumbling in an office or a showroom.
The health percentage of the entire Group's personnel was 51 (53). We aim to prevent absences from work due to illness at the earliest stage possible, but due to the prolonged corona pandemic, the health percentage of our personnel was lower than in previous years. Kamux takes the countryspecific restrictions related to curbing the corona pandemic into account and complies with them. When an employee contracts the virus or is exposed, we aim to arrange the personnel's shifts to be as safe as possible.
Kamux's work community is international and diverse. In all our operations, we respect our employees' privacy, freedom of religion, freedom of association, and freedom to organize professionally. During 2021, we strengthened our organization and expanded our talent pool with diverse expertise. In our operating countries, an organization with a diverse cultural background is our strength.
We listen to our personnel actively, and in our sales and supervisor trainings, we provide tools for working in a diverse work community.
Converted to full-time equivalent (FTE) employees, Kamux employed approximately 848 people in 2021, and we served our customers in 29 different languages. Approximately 9% (9) of the Group's employees were women.
Kamux extends careers by offering employment to people of all ages. We offer summer jobs to students and extend careers by employing people in car delivery tasks, for instance. In 2021, the age distribution of Kamux employees was 15–83 years. Of our employees, the share of employees under 25 years was approximately 39% and the share of employees over 55 years was approximately 32%.
aims to be a car retail forerunner in creating a culture of trust and openness.
satisfaction and well-being of our personnel improved in all operating countries.

Kamux Corporation's ("the company" or "Kamux") corporate governance complies with the Finnish Limited Liability Companies Act, regulations concerning listed companies, the company's Articles of Association, and rules and regulations of Nasdaq Helsinki Ltd. The company also adheres to the Finnish Corporate Governance Code 2020 issued by the Finnish Securities Market Association. An unofficial English translation of the Finnish Corporate Governance Code is available on the Security Market Association's website at https://cgfinland.fi/en/.
The Corporate Governance Statement is issued as a separate statement from the Report by the Board of Directors. The statement will not be updated during the financial year, but the subjects it contains as well as other necessary and up-to-date investor information are available in the investor section of the company's website at www.kamux.com.
The governing bodies of Kamux are its General Meeting of shareholders, the Board of Directors and the CEO. The highest decision-making power in Kamux is exercised by the company's shareholders at the General Meeting. The Board of Directors and the CEO are responsible for the management of the company. The Management Team assists the CEO in operative management of the company and the Group.
The Nomination Board prepares proposals for the composition and remuneration of the Board of Directors.
The highest decision-making body of Kamux Corporation
The General Meeting elects the auditor, who audits the financial statements and the company's administration.
The General Meeting elects the Board members. The Board sees to the strategic management of the company.
The Audit Committee supervises the financial reporting process and monitors the efficiency of internal control and auditing, and the risk management system, among others.
The Board of Directors appoints the CEO, who sees to the management of Kamux's business operations.
The Management Team supports the CEO in implementing the strategy and managing business operations.
The General Meeting of shareholders is the highest decision-making body of Kamux. The Annual General Meeting shall be held once a year by the end of June. It decides on matters in its authority, stipulated in the company's Articles of Association, and on proposals made to the Board. The Annual General Meeting normally takes place in March–April. An Extraordinary General Meeting can be convened if needed. The Board of Directors is required to organize an extraordinary meeting if requested in writing by a company auditor or shareholders holding a minimum of 10 percent of the company's shares in total for the purpose of discussing a specific issue.
The duties of the General Meeting are defined in Kamux's Articles of Association and include:
The notice convening the General Meeting shall be delivered to the shareholders by publishing the notice on the company's website or by a newspaper announcement which is published in one or several widely circulated daily newspapers chosen by
the Board of Directors, no earlier than three months and no later than three weeks before the General Meeting, and in any case at least nine days before the record date. The notice of the General Meeting and the Board's proposals for the meeting are also published as a stock exchange release.
The notice of the meeting, the documents to be presented at the General Meeting and the proposals for the decisions of the Board of Directors or other decision-making bodies will also be available on the company's website no later than 21 days before the General Meeting.
Kamux Corporation's Annual General Meeting was held on 20 April 2021. Due to exceptional meeting procedures, the shareholders and their representatives could not be present at the General Meeting. The Board of Directors of the company resolved on exceptional meeting procedures based on the so-called Temporary Act which came into force on 3 October 2020 (677/2020). To limit the spread of the COVID-19 pandemic, the participants could not attend the Annual General Meeting at site. Instead, the shareholders were able to participate in the General Meeting and use their shareholder rights only by advance voting and by submitting counterproposals and questions in advance.
The Annual General Meeting approved the financial statements for the year 2020, discharged the members of the Board of Directors and CEO from liability for the financial year 2020, decided on the distribution of dividends, elected the members of the Board and the auditor for the term 2021–2022, and decided on the authorizations given to the Board. Further, The Annual General Meeting approved
the 2020 Remuneration Report of the Governing Bodies with an advisory resolution. The minutes of the 2021 Annual General Meeting are available on Kamux's website.
The Board of Directors is responsible for the governance of the company and the appropriate organization of its operations. The Board of Directors oversees the appropriate organization of the company's accounting and supervision of financial management. The Board of Directors has an Audit Committee and can also establish other committees.
Under Kamux's Articles of Association, the Board of Directors shall comprise a minimum of four and a maximum of eight members, who shall be elected at a General Meeting. The Shareholders' Nomination Board prepares a proposal for the members of the Board of Directors. The term of all Board members expires at the end of the Annual General Meeting following their election.
The Board of Directors constitutes a quorum when more than one-half of its members are present. The decisions of the Board require a simple majority. In case of a tie vote, the decision will be based on the opinion with which the Chairperson of the meeting concurs.
The Board of Directors has defined its main duties in written Rules of procedure, which will be reviewed annually and updated if needed. No changes were made to the rules of procedure in 2021.
Under the rules of procedure and the Finnish Limited Liability Companies Act, the duties of the
The Board of Directors regularly convenes eleven times a year and arranges additional meetings if needed. If necessary, the Board can also pass resolutions without a meeting. The members of the Management Team who regularly attend Board meetings include the CEO, CFO and secretary of the Board, who are not Board members.
During 1 January–20 April 2021, members of the Board of Directors of Kamux were Harri Sivula, Reija Laaksonen, Antti Mäkelä, David Nuutinen, Jokke Paananen and Tuomo Vähäpassi.
The Annual General Meeting on 20 April 2021 reappointed the members Harri Sivula, Reija Laaksonen, Antti Mäkelä, Jokke Paananen and Tuomo Vähäpassi to the Board of Directors. Tapio Pajuharju was appointed as a new member of the Board of Directors. In accordance with the proposal made by the Shareholders' Nomination Board, the General Meeting elected Harri Sivula as the Chairperson of the Board and Tuomo Vähäpassi as the Vice Chairperson of the Board.
In 2021, the Board of Directors' work was focused especially on strong growth in line with the strategy, improving profitability, the internationalization of Kamux, as well as the changes in the operating environment due to the pandemic and responding to them. The Board of Directors held a total of 14 meetings in 2021, of which two were resolutions made without a formal meeting. The Board members' attendance report is shown later in the table.
Independence of the Board of Directors According to the Corporate Governance Code, a majority of the Board members shall be independent of the company. At least two of these members shall also be independent of the major shareholders of the company.
The Board of Directors shall assess annually the independence of its members in relation to the company and its major shareholders. In 2021, members of Kamux's Board of Directors, appointed in the Annual General Meeting on 20 April 2021, were assessed to be independent of the company in accordance with the Finnish Corporate Governance Code for listed companies. According to the independence assessment, members of the Board were also independent of major shareholders.
The Board of Directors conducts a self-evaluation of its operations and working methods at least once a year. The Board of Directors conducted the self-evaluation for the year 2020 in January 2021 and for the year 2021 in December 2021.
During the financial year, the implementation of the annual self-evaluation was brought forward from January to December to provide the Shareholders' Nomination Board with the most up-to-date selfevaluation results for its proposals. In addition, the questions and implementation method of the self-evaluation were updated based on the feedback given in the previous survey. The updated self-evaluation in December 2021 focused even more on the strategy and sustainability (ESG) related elements.
When the self-evaluation surveys were completed, the results were reviewed by the Board of Directors and the Shareholders' Nomination Board. The selfevaluation process will be developed continuously also in the future.
Kamux's Board of Directors has adopted a diversity policy. The latest update on the diversity policy was made in accordance with the proposal of the Shareholders' Nomination Board in December 2020. During its term in 2021–2022, the Shareholders' Nomination Board has not proposed any changes to the Board's diversity policy.
Kamux's diversity policy promotes balanced gender diversity when electing Board members and includes Board members having skills and experience in different business areas that complement each other and support the company's core functions. The diversity of the Board of Directors is supported by the diverse professional and educational background of the members as well as consideration for the age distribution.
The resumés of the members of the Board of Directors are available on the website at kamux.com/en. All Board members are independent of the company and its significant shareholders.

Finnish national Member of the Board of Directors 2017−, Chairperson of the Board of Directors 2020−
Holdings on 31 December 2021: 39,949 shares
Principal occupation: Board professional
b. 1969, Master of Laws/LLM
Finnish national
Member of the Board of Directors 2020−, Vice Chairperson of the Board of Directors 2021−
Chairperson of the Audit Committee Holdings on 31 December 2021: 2,475 shares
Principal occupation: CEO of Lifeline SPAC I Plc 2021–
b. 1973, M.Sc. (Econ.) Finnish national Member of the Board of Directors 2017−
Member of the Audit Committee Holdings on 31 December 2021: 6,823 shares
Principal occupation: Head of Global Marketing of Nokian Tyres Plc 2020–

b. 1976, student of Technology, student of Economics
Finnish national
Member of the Board of Directors 2020−
Member of the Audit Committee
Holdings on 31 December 2021: 33,475 shares
Principal occupation: Founder and Chairperson of the Board of Directors of Reaktor Group 2000–, Director and Chairperson of the Board of Directors of Reaktor Ventures Oy 2013–
b. 1972, M.Sc. (Econ.)
Finnish national
Member of the Board of Directors 2011−
Holdings on 31 December 2021: 21,148 shares (direct holdings and shares owned by an investment company under the control of Paananen)
Principal occupation: Founding Partner and CEO of Intera Partners Oy 2013−
Finnish national
Member of the Board of Directors 2021− Holdings on 31 December 2021: 2,808 shares
Principal occupation: CEO and member of the Management Team of Harvia Plc 2016−


| Board of Directors | Audit Committee | |||
|---|---|---|---|---|
| Member | Attendance | Attendance rate | Attendance | Attendance rate |
| Harri Sivula | 14/14 | 100 | ||
| Reija Laaksonen | 14/14 | 100 | 4/4 | 100 |
| Antti Mäkelä | 14/14 | 100 | 4/4 | 100 |
| Jokke Paananen | 14/14 | 100 | ||
| Tuomo Vähäpassi | 14/14 | 100 | 3/3 | 100 |
| Tapio Pajuharju (from 20 April 2021) | 9/9 | 100 | ||
| David Nuutinen (1 January–20 April 2021) |
5/5 | 100 | 1/1 | 100 |
A person elected as a member of the Kamux Corporation's Board of Directors must have qualifications required for the task and skills fitting the competence profile of Kamux's Board of Directors, as well as adequate availability for carrying out the duties of a Board member. When electing Board members, the goal is to ensure that the Board of Directors as a whole supports the development of Kamux Corporation's current and future business. The extent of the business activities of the company also requires preparing matters pertaining to financial reporting and control in a smaller group in the Audit Committee. Members of the Audit Committee must have sufficient qualifications and experience considering the duties of the Committee and the statutory tasks related to financial auditing.
In the beginning of its term, the Shareholders' Nomination Board always examines the diversity policy of Kamux's Board of Directors, takes the requirements set in the diversity policy into account in its proposals as well as proposes changes to the diversity policy if needed.
The diversity goals defined in Kamux's diversity policy are evaluated to be adequately realized in 2021. On 31 December 2021, the members of the Board of Directors had a diverse educational background and competence profile that support the implementation of Kamux's strategy. The members were between 45 and 59 years of age. On 31 December 2021, one of the Board members was a woman and five were men.
The Board of Directors appoints an Audit Committee to assist it in the performance of its supervisory duties. The Board appoints from its members at least three members to the Committee. Members of the Audit Committee must have qualifications required for the task.
Members of the Audit Committee shall be independent of the company, with at least one member being also independent of the major shareholders of the company.
The Board has defined the duties of the Audit Committee in its adopted Rules of procedure, which will be reviewed annually and updated if needed. No changes were made to the rules of procedure in 2021.
In accordance with the rules of procedure, the duties of the Audit Committee include assisting the Board in ensuring appropriate supervision of the company's accounting and financial management, as well as ensuring that the company has an adequate internal control system in place covering all its operations. Furthermore, the Audit Committee is responsible for monitoring that the company's operations and internal control are organized in compliance with laws, regulations and principles of good management and administration, and for supervising the implementation of internal audits. To carry out its duties, the Audit Committee aids the Board in preparing, guiding and assessing risk management, internal control systems, processes for financial reporting, accounting and internal audits in the following ways, among others:
The Chairperson of the Audit Committee shall convene the Committee at least four times a year. The Audit Committee reports the decisions made in its meetings regularly to the Board.
In 1 January 20–April 2021, the Audit Committee comprised David Nuutinen (Chairperson), Reija Laaksonen and Antti Mäkelä. In its constitutive meeting on 20 April 2021 after the Annual General Meeting, the Board of Directors of Kamux appointed Mr. Tuomo Vähäpassi (Chairperson), Ms. Reija Laaksonen and Mr. Antti Mäkelä as members of the Audit Committee. All members of the Audit Committee are independent of the company and its major shareholders.
In 2021, the Audit committee focused in its work on supervising and monitoring the selected key areas of internal audit, financial management systems
and processes as well as the level of automation of financial administration, acknowledging the COVID-19 pandemic appropriately in the company's financial reporting, the sourcing controls, and questions related to the new Kamux Management System (KMS) that was deployed in 2021. Information about the attendance of the Audit Committee members in meetings is shown in the table before.
Kamux's Shareholders' Nomination Board was established in accordance with the resolution of the Annual General Meeting held on 21 April 2020. The purpose of the Shareholders' Nomination Board is to annually prepare and present to the Annual General Meeting, and to Extraordinary General Meetings when necessary, proposals for the composition of the Board of Directors (the number of members and the persons) and for remuneration in accordance with the Remuneration Policy for the Governing Bodies. In addition, the Nomination Board's duty is to look for successor candidates for Board members and to prepare the principles of the Board of Directors regarding diversity.
The Nomination Board consists of four (4) members. The right to appoint members representing the shareholders belongs to the three (3)shareholders whose proportions of the votes of all shares of the company are the largest according to the shareholder register on the first business day of September preceding the Annual General Meeting. The Nomination Board also includes as a member the Chairperson of the Board of Directors. If a shareholder chooses not to use their right to appoint, the right is passed on to the next-largest shareholder. A representative of the
largest shareholder is appointed as Chairperson of the Nomination Board unless the Nomination Board explicitly decides otherwise.
The members of the Nomination Board are appointed annually, and their term ends when new members have been appointed.
In the term 2020–2021, the members of the Shareholders' Nomination Board included
In the term 2021–2022, the members of the Shareholders' Nomination Board include





CEO and Member of the Management Team 2001−
b. 1970, police officer, degree in salesmanship training
Finnish national
Holdings on 31 December 2021: 5,843,147 shares (direct holdings and shares owned by an investment company under the control of related parties)
CFO and Member of the Management Team 2019− b. 1972, M.Sc. (Econ.), CEFA Finnish national Holdings on 31 December 2021: 4,878 shares
Chief Digital Officer and Member of the Management Team 2018−
b. 1987, Master of Social Sciences Finnish national Holdings on 31 December 2021: 5,070 shares
HR Director and Member of the Management Team 2021– b. 1975, Master of Health Science Finnish national Holdings on 31 December 2021: 69 shares
Director of Business Development and Member of the Management Team 7 January 2020− b. 1982, M.Sc. (Econ.)
Finnish national Holdings on 31 December 2021: 6,824 shares
So far, the Shareholders' Nomination Board has convened four times during the term 2021–2022. All members attended each meeting.
On 16 December 2021, the Nomination Board submitted its proposals for the composition and remuneration of the Company's Board of Directors for the 2022 Annual General Meeting. The Board of Directors has included the Nomination Board's proposals in the notice of the 2022 Annual General Meeting.
The CEO's task is to manage Kamux's operations in accordance with the instructions and rules given by the Board of Directors, as well as to report to the Board of Directors on the development of Kamux's business and financial situation. The CEO's duties include preparing matters to be decided by the Board of Directors, developing Kamux's operations together with the Board of Directors in accordance with the mutually set objectives, and ensuring the appropriate implementation of the decisions made by the Board of Directors. The CEO is also responsible for organizing Kamux's day-to-day governance and overseeing that the company's financial management is organized in a reliable manner. In addition, the CEO ensures that Kamux complies with applicable laws and regulations. The CEO chairs the meetings of Kamux's Management Team. The CEO cannot be elected as Chairperson of the Board of Directors.
The Board of Directors appoints, and dismisses if needed, the CEO, and decides on the remuneration and other terms and conditions of the position of CEO. The CEO is appointed for the post until further notice.
Juha Kalliokoski serves as the CEO of Kamux Corporation, appointed by Kamux's Board of Directors. The financial benefits of the CEO are reported in the separate Remuneration Report of Kamux Corporation for 2021.
The Management Team supports the CEO in implementing the company's strategy and manages Kamux's business operations as a whole. The members of Kamux's Management Team have specific authority in their individual areas of responsibility, and their duty is to develop Kamux's operations in line with the targets set by the company's Board of Directors and CEO. The Management Team regularly convenes each month or when necessary.
In 2021, the Management Team's particular focus areas in its work were the implementation of the new strategy, the internationalization of the company, the business effects of the pandemic, the deployment of the new ERP system, and the development of sourcing operations.
In January 2022, Kamux announced the rearrangement of the composition and responsibilities of the Group's Management Team to support the implementation of the updated strategy published in March 2021. The following persons were appointed as new members of the Management Team: Jani Koivu, Country Director for Finland, from 1 February 2022; Kerim Nielsen, Country Director for Sweden, from 4 January 2022; Martin Verrelli, Country Director for Germany, from 1 July 2022 at the latest; and Juha Saarinen, the Group's Purchasing Director, from 1 April 2022 at the latest.
The resumés of the members of the Management Team are available on the company website at kamux.com/en.
The aim of risk management is to ensure the keeping of customer promises, profit development, the ability to pay dividends, shareholder value, responsible operating practices and the continuity of business. Kamux has harmonized and efficient methods to identify, assess and manage risks and their consequences.
Kamux complies with the internal control and risk management principles approved by the company's Board of Directors. Risk management is a systematic activity, the purpose of which is to guarantee comprehensive and appropriate identification, assessment, management and monitoring of risks. It is an essential part of Kamux's planning and management process, decision-making, day-to-day management, operations, and supervision and reporting procedures. Risks are assessed and managed comprehensively from the perspective of potential business impacts.
The Group CEO and other members of the Management Team are each responsible for their own areas. The Management Team regularly reports to the Board of Directors on risks and risk management measures. The Board of Directors addresses the most significant risks and measures to manage them and assesses the efficiency and effectiveness of risk management. The CFO is responsible for coordinating risk management.
Kamux has documented its common operating principles in the company's Code of Conduct. The Code of Conduct is part of risk management.
Kamux also has a separate guideline for its partners. Kamux has a whistleblowing system available for all employees to report suspected misconduct. The reporting channel enables anonymous reporting of detected or suspected misconduct. In 2021, the channel was used to report one act that was in violation of the company's Code of Conduct.
After the report was processed and investigated, the violation was handled in accordance with the company's HR processes.
The objective of internal control at Kamux is to ensure the efficiency and profitability of business operations, the reliability of financial reporting, compliance with laws and regulations applicable to the company's business, and compliance with the company's internal instructions. The specific objective of the internal control of financial reporting is to ensure that interim reports, half-year reports, financial statement bulletins and other financial reporting as well as financial statements and annual reports are reliable and are prepared in accordance with the accounting and reporting principles adopted by the company.
The company's Board of Directors is responsible, in accordance with its Rules of procedure, for monitoring the process of financial reporting and the effectiveness of the company's internal control and risk management system. The CEO is responsible for the practical organization of internal controls. This includes ensuring that the company has implemented adequate internal control mechanisms as stipulated in the guidelines defined by the Board of Directors. The CEO, supported by the Management Team, is responsible for ensuring that the Group's day-to-day operations comply with the agreed
principles and applicable laws and regulations, and that identified non-compliance incidents and deficiencies are addressed and that adequate corrective measures are taken.
Internal control and auditing are discussed in all meetings of Kamux's Audit Committee. The Audit Committee monitors the progress and results of the internal control and auditing measures.
In 2021, the development of internal control focused particularly on the Group's sourcing controls and securing the changing of the Group's ERP system, on top of other internal auditing measures.
Kamux's Board of Directors has assessed that due to the nature of the company's operations, the number of employees and geographical scope, it is not necessary to organize internal audit as a separate function. The Board of Directors shall evaluate on a yearly basis whether such function should be established. In 2021, internal audit was carried out by an external service provider.
Kamux's Board of Directors has defined the principles for monitoring and evaluating related party transactions. The related party policy of the company also defines the principles and processes that the company uses to organize decision-making in terms of related party transactions and to monitor and report on possible related party transactions. The Group maintains a list of related parties. The main principle of the Kamux related party policy is that all legal transactions between the company and related parties shall be carried out on normal market terms.
Transactions carried out with related parties are addressed in the Audit Committee of the Board of Directors and/or in the Board of Directors in
accordance with the related party policy. Significant transactions with the management of Kamux and its related parties are decided by Kamux's Board of Directors. The Board of Directors also decides on related party transactions that are not part of the company's normal business operations or that are not carried out on normal market terms. The company and its related parties did not carry out any transactions that are material to the company and not in the ordinary course of business or otherwise based on market terms in 2021. Related party transactions carried out in the ordinary course of business concern certain lease agreement arrangements, vehicle procurement and sale, and mutual service sales and loan arrangements between Group companies.
Kamux observes the guidelines for insiders approved by the Board of Directors, which is based on the Market Abuse Regulation, the Guidelines for Insiders of Nasdaq Helsinki Ltd, and other applicable rules and regulations.
The CFO is responsible for insider matters at Kamux. The company compiles a list of permanent insiders and also maintains a list of project- or eventspecific insiders as needed. The insider lists are maintained in an electronic service.
People in management positions at Kamux and their immediate circle are required to declare their business transactions in the shares of Kamux or other derivative financial instruments. People in management positions at Kamux and other persons within the information core of the company may not, on their own account or on the account of a third party, carry out business transactions in the shares
of Kamux or other derivative financial instruments during the closed period. The closed period begins 30 days before the publication day of Kamux's financial statement bulletin, half-year report, or interim report.
Kamux has an internet-based reporting channel that enables anonymous reporting of suspected infringement of rules and regulations concerning financial markets. No suspected infringements of the rules and regulations concerning the financial markets were reported through the reporting channel in 2021.
The statutory audit covers the company's accounting, financial statements and administration for the financial year. The auditor of the parent company shall also audit the consolidated financial statements. The auditor provides the company's shareholders with a statutory auditor's report in connection with the company's annual financial statements and regularly reports their auditing observations to the Board of Directors. Kamux's financial year is the calendar year. According to the company's Articles of Association, the company's auditor shall be an auditing organization approved by the Central Chamber of Commerce. The auditor is elected at the Annual General Meeting of shareholders for a term that ends at the conclusion of the Annual General Meeting following the election.
The Annual General Meeting re-elected PricewaterhouseCoopers Oy as the auditor, with CPA Janne Rajalahti as the principal auditor announced by PricewaterhouseCoopers Oy. PricewaterhouseCoopers Oy has acted as the auditor of Kamux since 2015.
The auditor is paid a fee according to an invoice approved by the company. In 2021, the auditors were paid a total of EUR 213,000 for the auditing services (EUR 193,000 in 2020) and a total of EUR 32,000 for other advisory services unrelated to auditing (EUR 32,000 in 2020). The other advisory services mainly concerned financial consultation pertaining to, for instance, direct and indirect taxes.
With this greeting, I present the Remuneration Report 2021 of Kamux Corporation on behalf of the Board of Directors of the company. This Remuneration Report has been drafted in accordance with the Finnish Corporate Governance Code 2020 and other regulations concerning remuneration reporting, and it covers the remuneration of the Board of Directors and CEO of the company in 2021. The Remuneration Report 2021 will be presented at Kamux's Annual General Meeting 2022 for an advisory vote.
In early 2021, Kamux published its strategy for 2021–2023. The strategy focuses on taking an ambitious leap to accelerate growth in the large, stable, and fragmented used car market: During the strategy period, Kamux aims to increase revenue by over 20% annually. Profitability development during the strategy period is built on business growth and scalability.
2021, the first year of the strategy period, was a year of very strong growth for Kamux. I wish to warmly thank Kamux's management and employees for the year 2021. They have been driving Kamux systematically forward – despite this being the second year marked by the corona pandemic. We have implemented our strategy with a strong effort in the past year.
Kamux's remuneration policy defines the remuneration practices that encourage the Board of Directors and CEO to drive the company forward in terms of growth strategy, long-term success,
and shareholder value creation. Another objective is to recruit a competent Board of Directors and Management Team to the company and to ensure their commitment.
The aim of the remuneration of the Board of Directors is that it is aligned with similar companies in terms of market capitalization, and that it on the other hand corresponds to the competence and workload expected of members.
In the remuneration of the CEO, financial development of the company and long-term shareholder value creation are significant factors, aligning the interests of the CEO and shareholders in a sustainable way. Competitive total remuneration also has to bolster Kamux's entrepreneurial mode of operation.
In 2021, the remuneration of the Board of Directors and CEO complied with the remuneration policy of Kamux, and there were no deviations.
There were no changes to the remuneration of the company's Board of Directors in 2021. The annual fees of the Board and committee fees remained on the level resolved by the Annual General Meeting 2020. Likewise, in accordance with the resolution of the Annual General Meeting 2021, 40% of the annual fee of the Board of Directors will be paid in shares of Kamux. The company's remuneration policy encourages Board members to hold shares of Kamux.
The overall remuneration of the CEO in 2021 was EUR 382,163, of which variable remuneration constituted 10 percent.
In 2022, we continue to comply with the principles outlined in Kamux's remuneration policy. We continue to utilize short- and long-term incentive plans for remuneration. The Shareholders' Nomination Board shall make proposals to the Annual General Meeting for the remuneration and development of the company's Board of Directors. The Board of Directors assesses the remuneration of the company's administrative bodies and personnel regularly in order to ensure that the remuneration is linked as well as possible to Kamux's growth strategy and to the achievement of set targets and that it meets the expectations of our stakeholders. In addition, we aim to develop our remuneration models so that in the future, remuneration could also be tied to a responsibility metric that is relevant to the company's operating activities and stage of development.
I welcome remarks on Kamux's remuneration reporting and remuneration.
Chairperson of the Kamux Board of Directors
454.9 527.8 658.5 724.1 937.4
10.0%
29.5%
2021
Increase of revenue, % from previous year
24.8%
2017 2018 2019 2020
Adjusted operating profit growth, % from previous year

The Remuneration Report 2021 of Kamux Corporation ("Kamux" or "the company") adheres to the Finnish Corporate Governance Code 2020 issued by the Finnish Securities Market Association as well as to other applicable legislation.
Kamux's remuneration policy defines the principles related to the remuneration of the company's Board of Directors, CEO and possible deputy CEO. In 2021, the remuneration of Kamux's governing bodies adhered to the principles defined in the remuneration policy of the company. There were no deviations from the remuneration policy in 2021. The remuneration of the Board of Directors or CEO were not recovered or adjusted in the financial year 2021.
The Remuneration Report is drafted and presented at the Annual General Meeting annually. The Remuneration Report 2020 was presented at the Annual General Meeting in the spring of 2021. The approval of the Remuneration Report was supported by 90.5% and opposed by 9.5% of the votes cast in the Annual General Meeting. No counterproposals were made.
The remuneration policy of Kamux was approved by the annual general meeting in 2020, and it is available on the company website at: https://www.kamux.com/en/corporate-governance/ remuneration/.
EUR million
16.0%
| (EUR) | 2017 | 2018 | 2019 | 2020 | 2021 |
|---|---|---|---|---|---|
| Chairperson of the Board of Directors | 32,000 | 36,000 | 36,000 | 60,0002) | 60,00 |
| Other Board members on average | 15,833 | 21,167 | 20,400 | 34,0802) | 30,000 |
| CEO | 290,154 | 299,184 | 353,005 | 364,096 | 382,163 |
| Kamux employee salary on average 1) | 48,177 | 52,429 | 53,641 | 50,895 | 51,242 |
1) The average salary of Kamux employees was calculated as follows: (Group salaries and bonuses + defined contribution pension costs + sharebased incentive)/average number of personnel within the Group during the financial year converted to full-time equivalent (FTE) employees. 2) Based on a resolution of the 2020 Annual General Meeting, the remuneration of the Board of Directors was reviewed to align it with the current level of remuneration in listed
companies of similar size.


The chart Relative remuneration development over a five-year period presents the average remuneration development of the CEO, Chairperson of the Board, other Board Members and employees from 2017 to 2021. The sums are indexed at 100 in 2017 to illustrate relative development in 2017–2021.
Kamux has implemented its growth strategy in a consistent manner during the five-year period reviewed. The Group increased its revenue from EUR 454.9 million in 2017 to EUR 937.4 million in 2021. During the corresponding period, adjusted operating profit increased from EUR 18.6 million to EUR 31.4 million. The adjusted operating profit amounted to 3.3% of revenue in 2021.
Kamux Corporation's Annual General Meeting annually decides on the remuneration paid to the Board of Directors and the principles for the compensation of expenses.
REMUNERATION OF THE BOARD OF DIRECTORS IN 2021
In accordance with the proposal of the Shareholders' Nomination Board, the Annual General Meeting 2021 resolved that an annual compensation of EUR 60,000 is paid to the Chairman of the Board and EUR 30,000 to the Board Members, and an additional compensation of EUR 5,000 per year to the Chairman of the Audit Committee and EUR 2,500 to each member of the Audit Committee. It was resolved that 40 percent of the annual fee of the Chairman and the members of the Board of Directors are paid in Kamux Corporation shares either purchased at a prevailing market price from the market or alternatively by using own shares held by the company, to be executed after the publication of the interim report for 1 January– 31 March 2021. The rest of the annual fee will be paid
in cash, which is used to cover taxes arising from the fees. The fees of the committee will be paid in cash.
The remuneration of the Board of Directors and the Audit Committee resolved by the Annual General Meeting 2021 were equivalent to the remuneration resolved by the Annual General Meeting 2020.
Board members are not compensated separately for Board or committee meetings. Travel expenses resulting from Board meetings are compensated in accordance with the company's travel policy. Remuneration for the company's Board members does not include pension payments.
Members of the Board of Directors are not included in Kamux's short- or long-term incentive plans.
| Member | Total annual remuneration, EUR1) |
Annual remuneration paid in shares, pcs2) |
Annual remuneration paid in shares, EUR3) |
Annual remuneration paid in cash, EUR |
Remuneration paid for committee membership in 2020–2021, EUR4) |
Total remuneration paid in financial year 2021, EUR5) |
Remuneration outstanding for committee membership, EUR6) |
|---|---|---|---|---|---|---|---|
| Harri Sivula | 60,000 | 1,616 | 24,313 | 35,687 | – | 60,000 | – |
| Reija Laaksonen | 30,000 | 808 | 12,156 | 17,844 | 2,500 | 32,500 | 1,667 |
| Antti Mäkelä | 30,000 | 808 | 12,156 | 17,844 | 2,500 | 32,500 | 1,667 |
| Jokke Paananen | 30,000 | 808 | 12,156 | 17,844 | – | 30,000 | – |
| Tuomo Vähäpassi | 30,000 | 808 | 12,156 | 17,844 | – | 30,000 | 3,333 |
| Tapio Pajuharju (from 20 April 2021) | 30,000 | 808 | 12,156 | 17,844 | – | 30,000 | – |
| David Nuutinen (until 20 April 2021) | – | – | – | – | 5,000 | 5,000 | – |
| Total | 210,000 | 5,656 | 85,095 | 124,905 | 10,000 | 220,000 | 6,667 |
1) The annual remuneration paid in 2021 includes the annual remuneration paid in shares of Kamux Corporation (40%) in accordance with the Annual General Meeting's 2021 resolution as well as the annual remuneration paid in cash.
to the members of the Board of Directors in April 2021. 5) The total remuneration paid in financial year 2021 = annual remuneration + remuneration for committee membership 4/2020–4/2021.
2) The annual remuneration paid in shares was paid using own shares held by the company on 25 May 2021.
3) Value calculated on the mean share price on 25 May 2021, EUR 15.045 per share.
4) The annual remuneration for the Audit Committee membership between April 2020 and April 2021 was paid
6) The annual remuneration related to the Audit Committee membership from April 2021 onwards will be paid in spring 2022. The table includes a portion of committee fees for the time period 4–12/2021 as remuneration outstanding.
The share of annual remuneration of the members of the Board of Directors paid in shares was paid in own shares held by the company in May 2021. There are no special terms or conditions associated with owning the shares received as remuneration.
The company's Board of Directors decides on the remuneration of the CEO and the terms of the remuneration. The remuneration of the CEO consists of a monthly fixed salary, a bonus and a sharebased incentive plan. The objective of the bonus and the share-based incentive plan is to support the realization of the company's short- and longterm objectives and to ensure that management is committed to the company.
The CEO was not paid other financial benefits in 2021.
In 2021, the total monthly salary of CEO Juha Kalliokoski was EUR 345,020 (the fixed salary paid in 2020 was EUR 271,533).
The goal of Kamux's short-term incentive plan is to motivate and reward key personnel based on the achievement of the annual business targets. Performance-based remuneration aims to promote the implementation of the strategy, strengthen a results-driven company culture and reward clear accomplishments. The terms of the CEO's bonus are decided by the company's Board of Directors each year.
The bonus is paid based on achieving the targets set for the financial period related to revenue and
operating profit as well as personal targets that are related to each area of responsibility and support the implementation of the company's strategy. The weight of revenue in the earnings of the incentive plan is 70 percent and the weight of personal strategic targets is 30 percent. The bonus is paid under the condition that the adjusted operating profit limit set by the company for incentives has been met.
The CEO's bonus payable based on performance in 2021 can be up to 45 percent of the fixed salary (calculated from the fixed salary without holiday compensation and fringe benefits). No bonus was paid to the CEO in 2021, as the CEO waived his right to the bonus.
The CEO's performance-based bonus in 2020 could be up to 40 percent of the fixed salary. The bonus paid in March 2021 was 12 percent of the fixed salary in 2020, or EUR 25,396. The bonus paid was lower than presented in the Remuneration Report 2020, as the CEO gave up a part of his bonus. The bonus paid was based on achieving the personal targets and operating profit targets set for the financial year.
In February 2021, the Board of Directors of Kamux Corporation approved a new long-term incentive plan for the Group's key personnel for 2021–2023. The aim of the plan is to encourage and strengthen the commitment of the Group's key personnel to implement a long-term strategy and increase shareholder return, as well as to align the objectives of the company's shareholders and key people in order to increase the company's value.
The plan started at the beginning of 2021 and is divided into three one-year performance periods. The amount of any gross reward paid pursuant to the plan for the performance period will be determined by the targets regarding the achievement of revenue and adjusted operating profit on a yearly basis. In addition, the plan includes an additional component based on the market value of the company, which gives each participant an opportunity to receive additional shares after the end of the 2023 performance period. The potential reward will be paid primarily in Kamux's shares or in cash or as a combination of these two by the end of April after the end of the performance period. The potential additional shares will be paid by the end of April after the end of the 2023 performance period.
The amount of gross remuneration paid to the CEO pursuant to the plan for the performance period 2021 was determined by the achievement of the performance targets, and the performance criterion applicable was achieving the revenue target and the adjusted operating profit target for 2021 set by the Board of Directors. The CEO achieved the target. The net remuneration resulting from the plan, 3,430 shares in total, will be paid to the CEO in March–April 2022 in the company's shares unless the Board of Directors decides to pay the remuneration partly or fully in cash.
The net shares paid as remuneration will be subject to a transfer restriction during the commitment period. The commitment period begins when the reward is paid and ends on 30 April 2024. As a member of the Group's Management Team, the CEO shall own at least half of the net shares
received as a reward based on the plan until their total shareholding in the company corresponds to the value of their annual salary (ownership obligation). Each participant must own this number of shares for as long as he/she remains a member of the Group's Management Team.
If the participant's employment with Kamux terminates before the reward is paid, she/he is not generally entitled to a reward based on the plan. Definitive entitlement to remuneration requires that employment in Kamux continues until April 2024.
Share-based long-term incentive plan for 2017–2020 In 2021, the CEO was paid a remuneration pursuant to the share-based incentive plan for the performance period 2020. The plan was established in 2017 by Kamux's Board of Directors for Kamux's key personnel.

Variable remuneration, which includes the bonus and the long-term share-based incentives, is an integral part of the remuneration of Kamux's CEO. Of the total remuneration in 2021, variable remuneration constituted 10 percent (25% in 2020) and fixed salary 90 percent (75% in 2020).
The objective of the share-based incentive plan was to align the targets of shareholders and key personnel in order to increase the long-term value of Kamux as well as to strengthen the commitment of key personnel to Kamux and offer them a competitive incentive plan that is based on earning and accruing shares in the company.
The amount of gross remuneration paid pursuant to the plan for the performance period 2020 was determined by the achievement of the performance targets. According to the decision by the Board of Directors, the performance criterion applicable to the 2020 performance period was achieving the operating profit target for 2020 set by the Board of Directors. The CEO achieved the set target in part. The amount of gross remuneration was EUR 11,746 in total based on the share price on the payment date 16 April 2021, EUR 14.83 per share.
The remuneration based on the plan was paid to the CEO in 2021. The remuneration was paid fully in the company's shares. The 396 shares paid was the net remuneration payable after deducting the cash proportion to cover the taxes for the confirmed overall remuneration. The net shares paid as remuneration will be subject to a transfer restriction during the defined commitment period. The commitment period begins when the remuneration is paid and ends on 31 December 2022.
The management contract of the CEO is valid until further notice and has no less than a six-month period of notice. If the company terminates the CEO's management contract, the CEO is, under certain conditions, entitled to a severance payment corresponding to 12 months' full salary. The CEO does not have a supplementary pension plan. The CEO's retirement age is determined by the statutory pension system and is 63 years under the applicable legislation.
| Salaries and remuneration paid, EUR | Remuneration outstanding | |||||
|---|---|---|---|---|---|---|
| Fixed salary 1) |
Bonus paid for 2020 |
Share-based incentive for 2020 |
Total amount paid in 2021 |
Bonus for 2021, EUR 2) |
Share-based incentive for 2021, net remuneration in shares 2) |
|
| 345,020 | 25,396 | 11,746 | 382,163 | - | 3,430 |
1) Including fringe benefits (telephone) and defined contribution pension costs. The salary also includes the defined contribution pension costs for the bonuses.
2) To be paid in financial year 2022.
REPORT BY THE BOARD OF DIRECTORS AND
FINANCIAL STATEMENTS 2021
| REPORT BY THE BOARD OF DIRECTORS 2021 | 61 |
|---|---|
| Shares and share ownership | 72 |
| Key performance measures | 74 |
| Calculation of key figures and alternative performance measures | 75 |
| Calculation of key figures | 76 |
| FINANCIAL STATEMENTS 2021 | 77 |
| Primary statements of the Consolidated Financial statements | 78 |
| Consolidated statement of comprehensive income | 79 |
| Consolidated balance sheet | 80 |
| Consolidated statement of changes in equity | 81 |
| Consolidated statement of cash flows | 82 |
| BASIS OF PREPARATION AND INFORMATION ON KAMUX | 83 |
| 1.1 Basis of preparation | 84 |
| 1.2 Short presentation of Kamux | 85 |
| KEY PERFORMANCE METRICS OF KAMUX GROUP | 86 |
| 2.1 Results by segment | 87 |
| 2.2 Revenue | 89 |
| 2.3 Repair costs | 91 |
| 2.4 Expenses | 92 |
| 2.5 Income taxes | 94 |
| 2.6 Earnings per share | 95 |
| NET WORKING CAPITAL | 96 |
| 3.1 Inventory | 97 |
| 2.4 Expenses | 92 | SIGNATURES FOR THE REPORT BY THE BOARD OF DIRECTORS | |
|---|---|---|---|
| 2.5 Income taxes | 94 | AND THE FINANCIAL STATEMENTS | 132 |
| 2.6 Earnings per share | 95 | ||
| AUDITOR'S REPORT | 133 | ||
| NET WORKING CAPITAL | 96 | ||
| 3.1 Inventory | 97 | ||
| 3.2 Trade and other receivables | 98 | ||
| 3.3 Trade and other payables | 99 | ||
| 3.4 Provisions, lease obligations and other commitments | 100 |
| CAPITAL MANAGEMENT AND NET DEBT | 102 | |
|---|---|---|
| 4.1 Capital management and net debt | 103 | |
| 4.2 Finance expenses | 107 | |
| OTHER NOTES | 108 | |
| 5.1 Group structure and consolidation | 109 | |
| 5.2 Intangible assets, property, plant and equipment and lease agreements |
111 | |
| 5.3 Related party transactions | 116 | |
| 5.4 Share capital and reserves | 120 | |
| 5.5 Deferred tax | 121 | |
| 5.6 Events after the reporting date | 123 | |
| 5.7 New and forthcoming IFRS standards | 123 | |
| PARENT COMPANY FINANCIAL STATEMENTS | 124 | |
| Parent company income statement (fas) | 125 | |
| Parent company balance sheet (FAS) | 126 |
Parent company cash flow statement (FAS) 127 Accounting principles of the parent company financial statements 128 Notes to the parent company's financial statements 129
Kamux is a retail chain specializing in purchasing and selling used cars. On December 31, 2021, Kamux had 50 car showrooms in Finland, 21 in Sweden and 8 in Germany.
The overall market for used cars in Europe is approximately twice the size of new car sales, and market changes are smaller than in new car retail. The market is also very fragmented. The size of the used car market in Finland, Sweden, and Germany totals approximately EUR 100 billion. People's mobility needs remain unchanged, but different mobility needs require alternatives in the car selection and power sources. Today's consumers value diverse possibilities for online interactions along with reliable and competent service.
The development of the used car market is affected by the general economic situation as well as the development of the size of the population and urbanization. There have been changes in consumer behavior and consumers' willingness to own a car in recent years. However, the sharing economy and new forms of mobility services on the used car market are not having a material role yet and the corona pandemic did not increase interest on them in year 2021. Public debate and potential political decisions concerning emissions and climate change, car and fuel taxes and safety requirements may impact the used car market development.
In 2021, the number of new cars registered in Europe was 2.4% lower than in 2020 (ACEA). In Finland, the number of first-registered passenger cars decreased by 2.1% compared to 2020 (The Finnish Information Centre of Automobile Sector), in Sweden the number of first-registered passenger cars increased by 3.1% (Bilsweden) and in Germany, the decrease was 10.1% (Kraftfahrt-Bundesamt).
The key themes for our operating environment in 2021 were the continuing corona pandemic and how the various parts of society adjusted to this. In our operating countries, the societal restrictions related to curbing the pandemic were strict in particular in Germany. In Finland and Sweden, the society remained open without such restrictions, and consumer activities were not limited to the same extent. This means that the pandemic had only a minor effect on purchasing behavior in these countries. The global shortage of components and chips impacting new car retail delayed the delivery of new cars. Due to the delivery challenges of new cars, used cars entered the market more slowly. This was reflected in the procurement of used cars and raised the price levels for consumers as well.
In 2021, our business continued amidst the pandemic, but in Finland, the restrictive measures implemented in the society did not extend significantly to doing business, and their impact on visiting stores was minimal.
Kamux has established its role as the largest operator in used car retail in Finland. We estimate that our market share at the end of 2021 was approximately eight percent. According to our estimate, the used car market in Finland grew during 2021. The impacts of the global chip shortage and the new car delivery issues affected the used car market also in Finland, as trade-in cars entered the market more slowly. Combustion engine cars continue to be dominant in Finland. In 2021, approximately
40 percent of first-time registered passenger cars were powered by petrol or diesel. In alternative power sources, rechargeable hybrid cars were the most popular amongst first-time registered passenger cars. The share of gas and electric-powered cars remained small, although the share of electric-powered cars is clearly increasing. Finland's car stock changes slowly, and the share of petrol and diesel cars of the entire car stock was approximately 92 percent. Finland's passenger car stock grew from the previous year. The average age of Finland's car stock has increased continuously since 2008, and in 2021 it was 12.6 years. The climbing age of the car stock is affected by the small number of first-time registered cars (Traficom, the Finnish Information Center of Automobile Sector).
When it comes to actions related to the corona virus, Sweden continued as before, and the government did not set restrictions for consumer activities, movement, or doing business.
The previously active export of used cars from Sweden slowed down significantly due to the exchange rate of the Swedish krona, which strengthened during 2021. The power source based taxation for first-time registered cars in Sweden was revised during 2021. In new car retail, this drives consumers' purchase decisions towards lower-emission cars with alternative power sources. According to MRF statistics, the share of plug-in cars of first-time registered passenger cars was 45% in 2021. The share of plug-in hybrids and electric cars of all new cars continued to grow compared to the previous year.
New car sales increased by approximately three percent from the previous year, but the figure was over 14 percent lower than in 2019. The sales development and delivery difficulties of new cars in the last two years have impacted the used car purchasing market also in Sweden. Kamux estimates that it strengthened its foothold in the market during 2021 among the five biggest used car retailers in Sweden. Our market shareis about one percent of the entire used car market. The used car market grew in 2021.
The first half of 2021 in Germany was extremely exceptional due to the widespread closure of the society and related measures. In Germany, visits to brick-and-mortar stores and their opening hours were restricted regionally based on incidence rates. The restrictions on businesses and movement became gradually less strict as summer approached. The restrictions were again tightened near the end of the year, as the 2G rule for retail was introduced in December. This rule impacted showroom visits.
In Germany, new car sales continued to decline. In 2020, the pandemic virtually halted the production of cars in Germany. However, the number of first-time registered cars was at an even lower level in 2021 due to the delivery difficulties caused by the chip and component shortage. According to statistics by Kraftfahrt-Bundesamt, the number of first-time registered cars in Germany declined and was 2.6 million in 2021. Petrol and diesel cars constituted approximately 57 percent of first-time registrations and the share of hybrid and electric-powered cars increased significantly. The delivery challenges of new cars were reflected in the procurement of used cars through increased prices.
However, since the market is large, the challenges of new cars did not have a significant effect on Kamux's operations. The used car market declined from 2020.
Revenue increased by 29.5% compared to the previous year and amounted to EUR 937.4 million (1–12/2020: 724.1). The increase in revenue was driven by sales growth of like-for-like showrooms and the opening of new showrooms. The number of cars sold by Kamux in Finland, Sweden and Germany amounted to 68,429 (60,657). In connection with the sale of used cars Kamux offers its customers commission-based services such as insurance and financing services, and a liability extension, Kamux Plus, that supplements the seller's statutory liability. Kamux's integrated services revenue was EUR 42.8 million (37.1).
The adjusted operating profit increased by 2.3% and amounted to EUR 31.4 million (30.7), or 3.3% (4.2) of revenue. The items adjusting to the operating profit totaled EUR 3.4 million (-0.5) for 2021. The adjustment items include expenses of EUR 3.5 million related to legal processes and EUR -0.1 million income from tax refunds related to taxes from previous financial years.
Kamux's operating profit decreased by -10.3% as compared to the previous year, amounting to EUR 28.0 million (31.2).
Net financial items were EUR -1.5 million (-2.7).
The result before taxes amounted to EUR 26.4 million (28.5). Taxes amounted to EUR 6.8 million (5.2). The effective tax rate for the financial year is 25.8% (18.1%). No deferred tax asset has been recognized for the unused tax losses carried forward in Germany, which increased the effective tax rate. At the end of the comparative year 2020 a deferred tax asset EUR 0.8
million was recognized from the Swedish business and that decreased the income tax for the comparative year. Profit for the year amounted to EUR 19.6 million (23.3).
The basic earnings per share amounted to EUR 0.49 (0.58).
Revenue increased by 19.3% compared to the previous year, amounting to EUR 611.0 million (512.1). The number of cars sold during 2021 increased by 3,225, or 7.1% compared to the previous year, amounting to 48,660 (45,435). The growth was based on the sales of likefor-like showrooms and the sales of new showrooms. Integrated services revenue increased to EUR 35.6 million (31.4) during 2021, or 5.8% of revenue (6.1). Operating profit increased by 8.3% compared to the previous year, amounting to EUR 37.8 million (34.9), or 6.2% of the revenue (6.8). In the comparative year 2020 Finland's operating profit was impacted by a EUR 0.9 million refund related to previous financial years' taxes that was recognized as credit in other operating expenses.
In January 2021, Kamux's Espoo Koskelo showroom relocated to new bigger premises and in March 2021 Kamux's Tampere Lielahti showroom moved to new bigger premises.
The impact of restrictions relating to the corona pandemic on showroom visits was minor and focused on the first half of the year.
Total revenue increased by 37.6% compared to the previous year, amounting to EUR 296.6 million (215.5). External revenue increased by 60.7%, amounting to EUR 238.7 million (148.5). The number of cars sold during 2021 increased by 3,876 or 37.0%, and amounted to 14,361 (10,485). The growth was driven by the sales of new showrooms as well as the sales growth of like-forlike showrooms.
Integrated services revenue increased to EUR 5.2 million (3.7), or 2.2% (2.5) of the external revenue. Operating profit decreased compared to the previous year, amounting to EUR 1.3 million (2.4), or 0.5% of the total revenue (1.1).
In May 2021, Kamux opened a new megastore in Gothenburg.
The impact of restrictions relating to the corona pandemic on showroom visits was minor and focused on the first half of the year.
Total revenue increased by 47.1% compared to the previous year, amounting to EUR 98.6 million (67.0). External revenue increased by 38.5%, amounting to EUR 87.7 million (63.4). The number of cars sold during 2021 increased by 671 or 14.2% compared to the previous year, amounting to 5,408 (4,737). The growth was based on the sales of new showrooms and the sales of like-for-like showrooms.
Integrated services revenue was at the level of 2020 and amounted to EUR 2.0 million (2.0), or 2.2% (3.2) of the external revenue. Operating loss of Germany segment increased compared to the previous year, amounting to EUR -5.1 million (-1.5), or -5.2% of the total revenue (-2.3). During the second quarter, the operating loss in Germany was impacted negatively by an exceptionally large cost item relating to ongoing legal processes, operating loss impact totaling EUR 3.9 million. In the fourth quarter, the gross profit was positively impacted
by the EUR 0.4 million return of VAT related to cars purchased that were recorded as expenses in the second quarter but were not all delivered.
Germany closed down the society widely due to the corona pandemic for almost the entire first half of the year, and visiting showrooms was regionally restricted based on incidence figures until early summer. Showrooms were also completely closed from time to time. In the fourth quarter, the restrictions were tightened further, as the 2G rule for retail was introduced in December. This rule impacted showroom visits.
The group's consolidated balance sheet total amounted to EUR 224.5 million as of December 31, 2021 (191.3), of which total equity amounted to EUR 105.7 million (95.7). The amount of net debt was EUR 70.4 million (53.5). Non-current bank loans amounted to EUR 13.0 million (14.9). The balance sheet of the company is strong, allowing business growth in line with our strategy.
In spring 2020 Kamux renewed the five-year credit facility agreement of EUR 40 million with Nordea Bank Corporation. The renewed credit facility agreement includes a five-year term loan of EUR 18 million and a five-year revolving credit facility of EUR 22 million. In addition to the revolving credit facility, Kamux has a lease guarantee facility of EUR 0.4 million. At the end of the reporting period, EUR 15.0 million of the termloan was taken into use. The term loan is currently repaid in bi-annual instalments of EUR 1.0 million.
In June 2021, Kamux Corporation issued the first commercial paper in the Company's history, totaling EUR 15.0 million. The commercial paper was set to mature in December 2021. The financing collected through the commercial paper were used to fund working capital and the construction of the Oulu showroom and processing center.
Net working capital amounted to EUR 103.8 million as of December 31, 2021 (79.3). Value of inventory amounted to EUR 132.8 million (93.6). Ensuring adequate inventory levels for 2022 was reflected in inventories and inventory turnover towards the end of 2021.
Kamux's cash flow from operating activities during year 2021 amounted to EUR 7.3 million (10.2). Cash and cash equivalents at the end of the period amounted to EUR 0.9 million (11.2).
Equity ratio at the end of the year 2021 was 47.3% (50.1). Return on capital employed (ROI) was 12.5% (16.9) and return on equity (ROE) was 19.5% (26.3).
Kamux seeks to gain a significant competitive advantage by investing in leading with knowledge as well as digital customer and business processes.
Kamux's capital expenditure for 2021 amounted to EUR 7.4 million (4.9) The capital expenditure consisted mainly of IT systems, the Oulu showroom and processing center real estate investment and ordinary maintenance in the showrooms. The Company financed this capital expenditure with its existing cash and cash equivalents, cash flow from operations as well as revolving credit facility and commercial papers.
Kamux's research and development costs are mainly related to further development of the Company's retail concept and improvement of its business processes.
In May 2021, the company Koy Autoportinkaarre was founded as a wholly owned subsidiary of Kamux Corporation. Koy Autoportinkaarre builds the Oulu processing center and showroom for Kamux.
Kamux's Board of Directors consisted of the following members at the beginning of 2021: Mr. Harri Sivula, Ms. Reija Laaksonen, Mr. Antti Mäkelä, Mr. David Nuutinen, Mr. Jokke Paananen and Mr. Tuomo Vähäpassi.
On April 20, 2021 the Annual General Meeting confirmed that the Board of Directors will consist of six members and Mr. Harri Sivula, Ms. Reija Laaksonen, Mr. Antti Mäkelä, Mr. Jokke Paananen, Mr. Tuomo Vähäpassi were re-elected as members of the Board of Directors and Mr. Tapio Pajuharju was elected as new member of the Board of Directors. The Annual General Meeting elected Mr. Harri Sivula as the Chairperson of the Board and Mr. Tuomo Vähäpassi as the Vice Chairman of the Board
Kamux's Audit Committee consisted of the following members at the beginning of 2021: Mr. David Nuutinen (Chairperson), Ms. Reija Laaksonen and Mr. Antti Mäkelä. In its constitutive meeting convening after the Annual General Meeting on April 20, 2021, the Board of Directors decided to appoint Mr. Tuomo Vähäpassi (Chairman), Ms. Reija Laaksonen and Mr. Antti Mäkelä as the members of the Audit Committee.
Kamux's Shareholders' Nomination Board consisted of the following members at the beginning of 2021:
Mr. Terho Kalliokoski (Chairperson), Mr. Jan Lehtinen, Mr. Esko Torsti and Mr. Harri Sivula. On September 30, 2021, the following members were nominated to Kamux's Shareholders' Nomination Board: Mr. Timo Luhtaniemi (Chairperson of the Nomination Board), Mr. Jan Andersson, Mr. Paavo Ahonen and Mr. Harri Sivula.
Kamux Management Team consisted of the following members in the beginning of 2021: CEO Juha Kalliokoski, CFO Marko Lehtonen, Country Director Finland Tommi Iiskonmäki, Chief Digital Officer (CDO) Mikko-Heikki Inkeroinen, Director of Communications Satu Otala, Purchasing Director Tero Törmänen, Director of Business Development Vesa Uotila and Director of International Business Ilkka Virtanen.
On February 3, 2021, Ms. Marjo Nurmi was appointed as Chief People Officer and as Member of the Management Team of Kamux Corporation.
On April 1, 2021, Mr. Ilkka Virtanen resigned to take up new responsibilities outside the company and he continued in the company until June 30, 2021 but transferred to other duties. From April 1, 2021, Group CEO Juha Kalliokoski was acting Country Director, Finland.
On November 10, 2021, Kamux announced that Tommi Iiskonmäki resigned to take up new responsibilities outside the company. He continued in the company until February 9, 2022 but transferred to other duties. At the same time, Kamux appointed Kerim Nielsen as the new Country Director for Kamux Sweden.
On November 11, 2021, Kamux appointed Jani Koivu as Kamux's Country Director for Finland and member of the Management Team of Kamux Corporation. Koivu took up his duties on February 1, 2022.
On December 29, 2021, Kamux announced that Satu Otala resigned to take up new responsibilities outside the company.
On December 31, 2021, Kamux announced that Tero Törmänen resigned to take up new responsibilities outside the company.
As an event after the financial year, on January 4, 2022, Kamux announced the renewal of the composition and responsibilities of the Group's Management Team to support the implementation of the updated strategy published in March 2021. The following persons were appointed as new members of the Management Team: Kerim Nielsen, Country Director for Sweden, from January 4, 2022; Martin Verrelli, Country Director for Germany, from July 1, 2022 at the latest; and Juha Saarinen, the Group's Purchasing Director, from April 1, 2022 at the latest.
Holdings of the Board of Directors, CEO and Management Team of the Company's outstanding shares as of December 31, 2021 were as follows:
| Ownership | |
|---|---|
| Members of the Board of Directors | 0.27% |
| CEO | 14.61% |
| Other Management Team | 0.04% |
Kamux's number of employees on December 31, 2021 was 1,221 (1,176), including all active full-time and parttime employees. The number of personnel in the Group converted to full-time equivalent (FTE) employees was
848 (713). The Group's total number of personnel grew by 135 FTEs during the year. The growth in the number of personnel is due to the opening of new showrooms during 2020–2021 in Finland, Sweden and Germany, as well as the increase of staff in existing showrooms and head-office.
| 2021 | 2020 | |
|---|---|---|
| Employees December 31 | 1,221 | 1,176 |
| FTE employees on average | 848 | 713 |
| Wages and salaries (EUR million) | 38.7 | 32.2 |
The average number of FTE employees was divided by country as follows:
| 2021 | 2020 | |
|---|---|---|
| Finland | 562 | 492 |
| Sweden | 206 | 154 |
| Germany | 80 | 67 |
Operating model and value creation Kamux's operating model is focused on used car retail. The cornerstones of the company's omnichannel business model are professional sourcing and sales, rapid inventory turnover, low fixed costs, and integrated services. Our vision is to be the number one retail chain specializing in used car sales in Europe.
The used car market is large and fragmented, which combined with the company's business model offers attractive growth potential. Kamux wants to continue to grow profitably and aims to take an ambitious leap to accelerate growth and to nearly double its revenue during the strategy period 2021–2023. Profitability development during the strategy period is built on
business growth and scalability. The strategy focuses on utilizing data and leading with knowledge, improving the efficiency of our processes, seamless omnichannel customer experience, developing the capabilities of our personnel for the good of the customer, and investing in continuous learning.
Kamux's strong and profitable growth enables value creation for different stakeholders and for society as a whole. Our most significant impacts relate to value creation in the society and social impacts, such as supporting mobility and the societal infrastructure and renewing the car stock in Finland.
Economic and social impacts are seen, for example, in tax payments and employment around Finland. Kamux's financial targets for 2021–2023 include the target of distributing a dividend of at least 25% of the profit for the financial year.
Sustainable ways of working are central for the company's business, its development, and the relations between Kamux and its stakeholders. Kamux complies with the laws, rules, and regulations in force in each of its operating countries. Taxes and other payments are carried out in accordance with local legislation.
Responsibility, ethics, honesty, and equality are a part of Kamux employees' everyday actions. Kamux's values are teamwork, joy and drive, freedom and accountability, happy customers, profitable business, and responsibility.
Kamux has three responsibility themes: sensible choices, worth the trust, and enthusiasm for work. Each theme includes topics identified as essential as well as goals and performance metrics. The responsibility themes are based on a materiality analysis conducted
in 2019. The figures presented in this non-financial information statement cover the essential topics in question. We are also committed to contributing to the United Nations' global Sustainable Development Goals in our operations. Kamux's key stakeholders include our customers, personnel, owners, partners, authorities, and decision-makers as well as the car industry.
In 2021, the EU taxonomy for environmentally sustainable economic activities came into effect. The system will be supplemented later.
EU issued taxonomy regulation on climate change mitigation and criteria for activities advancing climate change adaptation. Kamux evaluates its operations with respect to the taxonomy.
Kamux wants to be a car retail forerunner in building a culture of trust and openness. In all markets, the company's operations, management, and corporate governance are based on Kamux's Code of Conduct, good governance, and careful compliance with current requirements.
Kamux also expects all suppliers of cars, services, or goods to comply with the Code of Conduct. The principles are included in the company's procurement policy. Other key policies and principles include, for example, the diversity policy approved by Kamux's Board of Director.
Corporate responsibility risk management
Risks related to corporate responsibility are identified and managed as a part of Kamux's comprehensive risk management work. In addition, responsibility topics, including the related risks, are discussed in every
Management Team meeting, and they are included on the agenda of the Audit Committee and form a part of the Board of Directors' reporting package.
The company has an internal whistle-blowing channel for reporting any possible actions violating the Code of Conduct, possible misconduct, or suspicions of misconduct. There is also a general feedback email available on the company's website. In 2021, the whistle-blowing channel was used to report one action. After the report was investigated, the violation was handled in accordance with the company's HR processes. Messages received through the feedback email on the website did not lead to any measures.
Kamux's operations are based on recycling, and they are a part of a circular economy where non-renewable natural resources are saved through repairs, reusing, and recycling. The largest environmental impacts of Kamux's operations are caused indirectly by vehicles used in traffic. In 2021, we carried out maintenance and repair measures and equipment upgrades to 52 percent of the cars sold so that the cars will remain usable for the extent of their reasonable life-cycle.
Kamux supports both EU and national energy and climate strategies and emission reduction targets. Kamux wants many people to have a possibility to buy a newer, lower emission vehicle. As the CO₂ emissions of the car manufacturing industry are high, existing vehicles should be used in a sensible way to the end of their life-cycle and the remaining materials reused within the circular economy. In terms of Kamux's indirect climate impacts, the development of low-emission cars and their share of total used car sales are integral.
Kamux renews Finland's car stock by importing newer cars with lower CO₂ emissions compared to the average car currently used on Finnish roads. The average age of the cars imported by the company was 5.5 years in 2021, compared to the average age of approximately 12.6 years of passenger cars in traffic use in Finland in 2021, reported by the Finnish Information Centre of Automobile Sector.
In 2021, the CO₂ emissions of Kamux's imported cars were on average 123.8 g/km (NEDC). The average CO₂ emissions for passenger cars used in Finnish transportation were 151.5 g/km (NEDC) at the end of 2021. 33% of the cars Kamux imported into Finland in 2021 were running on alternative power sources, including hybrids, electric, natural gas, or ethanol cars, and they accounted for 10% of all the cars the company sold in Finland.
By investing in knowledge management, Kamux aims to combine supply and demand. Thus, Kamux can place the cars in its showrooms in a way that minimizes transferring them. Service, repair, and cleaning are also done by local partners. The personnel has been instructed on driving in an economical and environmentally conscious way. The cars are fueled with only the necessary amount of fuel. Kamux's fuel consumption in 2021 was 32 liters per car sold.
Kamux uses recycled spare parts of high quality when possible. The company minimizes the amount of waste it produces and recycles the waste. In 2021, the amount of waste totaled 37.14 tons. The waste recovery rate was 83% and the recycling rate was 10%. The information covers all 50 showrooms in Finland. Kamux restrains energy consumption in its showrooms, focusing particularly on properties where the company can directly influence the used energy solutions.
Kamux wants to offer the best customer experience in used car retail. The goal is for Kamux's customer interactions to be smooth and transparent and to encourage recommendations. At the beginning of 2021, the company expanded its customer satisfaction survey to include people who had interactions with Kamux but who did not buy a car in the end. The aim of the change was to better utilize the data collected through the customer satisfaction survey in developing the customer experience. Kamux's overall score was 3.8. The target level for the survey using the new methodology is above 4.
Kamux aims to be the forerunner of car retail by being reliable, open, and transparent. The company provides as comprehensive and clear information as possible on the car that is of interest to the customer. Kamux aims to minimize the amount of post-sale disagreements and dispute cases requiring rectification. Kamux acts in accordance with the recommendations and guidelines of local consumer authorities when providing its customers with solutions based on the life-cycle approach.
Kamux has approximately 5,000 local maintenance, repair, and cleaning partners, including car purchase channels and partners. Kamux's partners employ people in different parts of all its operating countries. Kamux builds close partnerships that are based on compliance with the company's Code of Conduct.
Enthusiastic, committed and skilled personnel is the cornerstone of Kamux's operations. Kamux is a fair workplace that ensures employee engagement by providing career paths, training, and a motivating reward system. In 2021, the work satisfaction and well-being of the personnel improved. Results of the work satisfaction and well-being survey were 4.08/5 in Finland, 3.95/5 in Sweden, and 3.88/5 in Germany. The Group's average score was 4.04/5. During the year, 90 Kamux employees switched from one role to another within the organization.
Kamux carried out major projects to develop the skills and expertise of its personnel. Kamux's License to Lead training program was launched in Finland, and the implementation will continue in other operating countries in 2022. In addition, management coaching sessions were organized for sales supervisors.
The health percentage of Kamux's personnel was 51, which means that approximately half of its employees were not absent from work due to sickness during the year. Due to the prolonged corona pandemic, the health percentage of employees was lower than in previous years. The company aims at zero accidents leading to absence from work. During the year, a total of 10 accidents occurred that led to absence from work, but there were no serious work-related accidents
Diversity, equality and non-discrimination The number of employees increased by 18.9% from the previous year. During the year, Kamux strengthened its sales organization and expanded its talent pool by hiring, for example, digital and data experts. According to its growth strategy, Kamux aims at hiring a total of
1,000 employees during the strategy period by 2023. Kamux is a responsible employer and aims to treat all employees equally, respecting their privacy, religious freedom as well as freedom of association and collective bargaining.
The number of personnel working for Kamux converted to full-time equivalent (FTE) employees was 848 (713) in 2021, of whom 91% were male and 9% were female. The age distribution of Kamux employees was 15–83 years. The youngest employees were summer workers and the oldest were car deliverers. In 2021, Kamux employees served their customers in 29 different languages.
Kamux's diversity policy promotes balanced gender diversity when electing Board members and includes Board members having skills and experience in different business areas that complement each other and support the company's core functions. The diversity of the Board of Directors is supported by the diverse professional and educational background of the members as well as consideration for the age distribution. The diversity goals defined in Kamux's diversity policy are evaluated to be adequately realized in 2021.
Human rights and preventing corruption and bribery Kamux operates in accordance with the United Nations' Universal Declaration of Human Rights and the employees' rights defined by the International Labor Organization (ILO). Respecting human rights highlights equality as an employer, a safe working environment, equal opportunities to develop as a car sales professional as well as diversity of management. Kamux does not tolerate human rights violations in any form. The company has zero tolerance for corruption and bribery. The awareness and readiness
of personnel are developed through trainings and internal guidelines.
The aim of risk management is to ensure the keeping of customer promises, profit development, the ability to pay dividends, shareholder value, responsible operating practices and the continuity of business. Kamux has harmonized and efficient methods to identify, assess and manage risks and their consequences. Kamux complies with the internal control and risk management principles approved by the company's Board of Directors.
Risk management is a systematic activity, the purpose of which is to guarantee comprehensive and appropriate identification, assessment, management and monitoring of risks. It is an essential part of Kamux's planning and management process, decision-making, daily leadership, operations and supervision and reporting procedures. Risks are assessed and managed in a business-oriented fashion and comprehensively. This means that the key risks are identified, assessed, managed, monitored and reported on systematically as part of the business.
Kamux only takes conscious and calculated risks in expanding its business, strengthening its market position and creating new business. In assessing the risks, the company takes into account not only economic aspects but also the impact on people, the environment and reputation. Kamux creates a safe working environment for employees and minimizes the potential for crime or misconduct. The company secures business-critical operations and the resources needed to ensure continuity. Kamux prepares for the realization of risks, for example, by maintaining
adequate insurance coverage and information security.
The Group's CEO and other members of the Management Team each have their own responsibility areas. The Management Team regularly reports to the Board on risks and risk management actions. The Board reviews most significant risks, measures to manage them, and assesses the effectiveness of risk management. The CFO is responsible for the coordination of risk management. Kamux has created common operating principles in its Code of Conduct, which is available in Finnish, Swedish, German and English. The Code of Conduct is one part of preemptive risk management.
Kamux considers its most significant risks to be: Economic risks and general competitive situation General economic conditions may have an adverse effect on the used car retail market in which Kamux operates. The risk is managed by closely monitoring the general economic development and its impact on Kamux's business. Other risks related to the economy include interest rate, financing and tax risks, which are monitored and mitigated as described in the Group's Treasury Policy.
The used car retail market is highly fragmented, and Kamux's competitors range from large nationwide brand dealerships to private individuals in all of its geographical markets. Kamux responds to tightening competition through continuous competitive situation assessment and development of the Kamux concept.
Kamux offers its customers third-party financing products, which are significant for Kamux's profitmaking ability. Potential considerable changes in credit granting by financial institutions, interest rates offered to customers or the financial situation of an individual
financial institution may impact the supply and competitiveness of financing products in the market. Kamux closely monitors the development of customer funding in the market and cooperates with several leading financial institutions in different markets.
Changes or expected changes in car taxes also affect the demand for used cars, especially in Finland, where car taxes form a significant part of the car's price. Political debate or political decisions about possible emission limitations and bans, car- or fuel taxes and increased safety requirements may, if implemented, affect the development of the used car market.
Purchasing cars has become more difficult during the corona pandemic due to the delivery difficulties concerning new cars, and in summer 2021, Kamux sued a local purchasing partner in Germany for undelivered cars. The company has prepared for purchasing risks by improving the controls and systems related to purchasing.
The lively public debate on the alternative power sources of vehicles has continued in 2021. Kamux's offering also includes alternative power sources and their share of imported cars in particular has been considerable. Quick changes in the attractiveness and pricing of different power sources may impact the market prices of used cars. Kamux operationally manages the risk related to inventory valuation by paying continuous attention to sufficiently fast inventory turnover and by monitoring industry trends regarding power sources.
The global corona pandemic and the restrictions and regulations related to it have caused significant changes to Kamux's operating environment since March 2020. The exceptional circumstances widely
impact people's lives, health, mobility, financial situation and the business of companies. There are many uncertainties related to the situation and the spread, new waves or duration of the pandemic that have already impacted Kamux's business, financial position and results of operations negatively and might continue to do so in the future as well.
The Russian military actions in Ukraine since the end of the financial year have caused significant uncertainty across Europe. The geopolitical situation may be reflected in the markets of many European countries, for example monetary policy, investment markets and inflation, including energy and fuel prices. If prolonged, the situation may have an impact on people's consumption behavior and purchasing power, which may also be reflected in the used car sales. This risk has no effect on the financial statements for the year 2021.
Kamux's brand and reputation among customers and other stakeholders are important factors of success. Kamux works to minimize reputation risk by monitoring the development of customer satisfaction, maintaining high customer service levels and operating in a responsible way.
Skilled employees deliver Kamux's performance. Kamux's human resource strategy identifies employees as the most important resource of the Group, and employees are instrumental in achieving set business goals. Managing personnel growth has been identified as a risk. Personnel risk is minimized through a systematic recruitment process, tracking and
developing employee satisfaction and well-being, training and a rewarding incentive system.
Failures in IT systems and processing of customer confidential information
Kamux's IT systems are especially important and cover all key business areas such as customer information, inventory monitoring, logistics, human resources, finance and other administrative systems. Kamux collects, processes and retains confidential customer information in connection with its normal business. The business premises and systems of Kamux and its external service providers may be exposed to risks related to unauthorized use, misuse, employee mistakes or misconduct, computer viruses, hacker attacks or other similar threats. Kamux aims to prevent failures by means defined in its information security strategy.
Decisions of the Annual General Meeting Kamux Corporation's Annual General Meeting was held on April 20, 2021 under extraordinary meeting procedures without the presence of shareholders or their proxy representatives on the basis of the so-called 'temporary act' (677/2020). The shareholders could participate in the Annual General Meeting and exercise their shareholder rights only by voting in advance and presenting counterproposals or questions in advance.
The Meeting approved the Financial Statements and discharged the members of the Board of Directors and CEO from liability for the year 2020. Further, The Annual General Meeting approved the Remuneration
Report for the Governing Bodies with an advisory resolution.
The Board of Directors' proposal for a dividend of EUR 0.24 per share was approved. The dividend was paid in two instalments. The record date for the first dividend instalment was April 23, 2021 and the dividend was paid on April 30, 2021. The record date for the second dividend instalment was October 22, 2021 and the dividend was paid on October 29, 2021.
In accordance with the proposal of the Shareholders' Nomination Board, the Annual General Meeting confirmed that the Board of Directors will consist of six members and Mr. Harri Sivula, Ms. Reija Laaksonen, Mr. Antti Mäkelä, Mr. Jokke Paananen and Mr. Tuomo Vähäpassi were re-elected as members of the Board of Directors and Mr. Tapio Pajuharju was elected as new member of the Board of Directors. The Annual General Meeting elected Mr. Harri Sivula as the Chairman of the Board and Mr. Tuomo Vähäpassi as the Vice Chairman of the Board.
The Annual General Meeting resolved, in accordance with the proposal of the Shareholders' Nomination Board, an annual compensation of EUR 60,000 be paid for the Chairman of the Board and EUR 30,000 for the Board Members, and an additional compensation of EUR 5,000 per year to the Chairman of the Audit Committee and EUR 2,500 for each member of the Audit Committee. It was resolved that 40 per cent of the annual fee of the Chairman and the members of the Board of Directors are paid in Kamux Corporation shares either purchased at a prevailing market price from the market or alternatively by using own shares held by the Company. The rest of the annual fee would be paid in cash, which is used to cover taxes arising from the fees. The fees of the committee will be paid
in cash. If the Board of Directors decides to establish new committees, the annual fees of the Chairman and the members of the new committee are equal to the annual fees of the Chairman and the members of the Audit Committee. Travel expenses will be reimbursed in accordance with the Company's travel policy.
Authorized Public Accountant Pricewaterhouse-Coopers Oy was re-elected as the Company's auditor in accordance with the proposal of the Board of Directors. The remuneration of the auditor will be paid according to the invoice as accepted by Company. PricewaterhouseCoopers Oy has informed that Authorized Public Accountant Mr. Janne Rajalahti will act as the principal auditor.
The Annual General Meeting resolved to authorize the Board of Directors in accordance with the proposal of the Board to resolve on the issuance of a maximum of 4,000,000 shares in one or more tranches corresponding to approximately 10% of all the shares in the Company. The Board of Directors decides on the terms and conditions of the issuance of shares. The authorization concerns both the issuance of new shares as well as the transfer of treasury shares either against payment or without consideration. The issuance of shares may be carried out in deviation from the shareholders' pre-emptive right (directed issue). The authorization cancels previous authorization regarding share issue given to Board of Directors by the Annual General Meeting on April 21, 2020. The authorization is valid until the closing of the next Annual General Meeting, however, no longer than until June 30, 2022.
The Annual General Meeting resolved to authorize the Board of Directors in accordance with the proposal of the Board to resolve on the repurchase of a
maximum of 2,000,000 Company's own shares using the unrestricted equity of the Company representing about 5% of all the shares in the Company. The authorization includes the right to accept Company's own shares as a pledge. The shares shall be acquired through public trading, for which reason the shares are acquired otherwise than in proportion to the share ownership of the shareholders and the consideration paid for the shares shall be the market price of the Company's share in public trading at Nasdaq Helsinki Ltd at the time of the acquisition. Shares may also be acquired outside public trading for a price which at most corresponds to the market price in public trading at the time of the acquisition.
The authorization includes the Board's right to resolve on a directed repurchase or the acceptance of shares as a pledge, if there is a compelling financial reason for the Company to do so as provided for in Chapter 15, section 6 of the Finnish Limited Liability Companies Act. The shares shall be acquired to be used for execution of the Company's share-based incentive plans or for other purposes determined by the Board of Directors. The decision to repurchase or redeem Company's own shares or to accept them as pledge shall not be made so that the shares of the Company in the possession of or held as pledges by the Company and its subsidiaries would exceed 10% of all shares. The authorization cancels previous authorization given to Board of Directors by the Annual General Meeting on April 21, 2020. The authorization is valid until the closing of the next Annual General Meeting, however, no longer than until 30 June 2022. The Board of Directors shall decide on any other matters related to the repurchase of the Company's own shares and/or accepting them as a pledge.
In its constitutive meeting convening after the Annual General Meeting, the Board of Directors decided to appoint Mr. Tuomo Vähäpassi (chairman), Ms. Reija Laaksonen and Mr. Antti Mäkelä as the members of the Audit Committee. The Board resolved not to establish other committees.
The Board assessed the independence of the directors in accordance with the Finnish Corporate Governance Code. It was concluded that all elected members are independent from the Company and its significant shareholders.
The decisions of the Annual General Meeting and the constitutive meeting of the Board of Directors were published in a stock exchange release on April 20, 2021.
On September 30, 2021, Kamux announced the composition of Kamux's Shareholders' Nomination Board. The right to appoint members representing the shareholders belongs to the three shareholders who hold the largest share of the votes represented by all shares in the Company on the first business day of September preceding the Annual General Meeting. In addition, the Chairperson of the Board of Directors is a member of the Nomination Board.
The following shareholders have used their nomination right and the following members have been nominated to Kamux's Shareholders' Nomination Board:
Timo Luhtaniemi, Chairperson of the Shareholders' Nomination Board, representing shareholders Juha Kalliokoski and Callardo Capital Oy
Jan Andersson, representing the funds managed by Swedbank Robur (nominee registered shareholdings)
Paavo Ahonen, representing shareholder Elo Mutual Pension Insurance Company until December 2, 2021 after which Jukka Vähäpesola has represented Elo Mutual Pension Insurance Company as a member of the Shareholders' Nomination Board
Harri Sivula, Chairperson of the Board of Kamux Corporation
The Nomination Board gave its proposal to the Company's Board of Directors for the 2022 Annual General Meeting on December 16, 2021
On February 26, 2021, the Board of Directors of Kamux Corporation decided to approve the new long-term share-based incentive plan for the Group's key personnel for years 2021−2023. The general terms and conditions of the plan were described and published in a separate stock exchange release on February 26, 2021. In the Note 5.3 to the consolidated financial statements are disclosed information about the share-based incentive plans.
At the beginning of 2021, the Company held 43,707 treasury shares. In April 2021, the Company transferred a total of 4,894 shares held by the Company to key personnel of Kamux Group for the payment of the share-based incentive plan of 2020. In April 2021, a total of 330 shares were returned to the Company without consideration due to the termination of employment of a person covered by the plan. In May, the Company transferred a total of 5,656 shares held by the Company to the Members of the Board of
Directors as a part of their annual compensation. In July, a total of 2,881 shares and in December a total of 132 shares were returned to the Company without consideration due to the termination of employment of persons covered by the plan. At the end of the financial year, the Company held 36,502 treasury shares, representing 0.09% of all shares
During 2021, the Company received a notice of changes in shareholdings pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act as follows:
On March 5, 2021, Juha Kalliokoski and Callardo Capital Oy, a company controlled by closely associated persons, announced that the total holdings of shares and voting rights of Juha Kalliokoski and Callardo Capital Oy in Kamux Corporation has fallen below the 15 percent flagging threshold.
On December 31, 2021 Kamux Corporation's distributable earnings totaled EUR 104,524,157.76 of which profit for the year was EUR 22,587,579.69. The Board of Directors proposes a dividend of EUR 0.20 per share to be distributed for the year 2021 and that the other distributable earnings be held in unrestricted equity (for the year 2020 a dividend of EUR 0.24 per share was distributed).
The Board proposes that the dividend for the financial year 2021 will be paid in two instalments. The first dividend instalment, EUR 0.08 per share, is to be paid to shareholders registered in the Company's register of shareholders maintained by Euroclear Finland Ltd on the first dividend instalment payment
record date of April 22, 2022. The Board proposes that the first dividend instalment pay date be April 29, 2022. The second dividend instalment is to be paid to shareholders registered in the Company's register of shareholders maintained by Euroclear Finland Ltd on the second dividend instalment payment record date of October 21, 2022. The Board proposes that the second dividend instalment pay date be October 28, 2022. The Board proposes that it be authorized to decide, if necessary, on a new dividend payment record date and pay date for the second instalment if the rules and statutes of the Finnish book-entry system change or otherwise so require.
On January 4, 2022, Kamux announced the renewal of the composition and responsibilities of the Group's Management Team to support the implementation of the updated strategy published in March 2021. The following persons were appointed as new members of the Management Team: Kerim Nielsen, Country Director for Sweden, from January 4, 2022; Martin Verrelli, Country Director for Germany, from July 1, 2022 at the latest; and Juha Saarinen, the Group's Purchasing Director, from April 1, 2022 at the latest.
On January 5, 2022 Kamux informed that it will relocate to larger premises in Petikko in Vantaa in May, 2022.
On January 11, 2022 Kamux announced that it had received the decision of the Stuttgart District Court dated January 10, 2022 regarding the legal proceedings against local procurement partner initiated by Kamux's German subsidiary Kamux Auto GmbH. The district court ruled the claim in favor of Kamux.
On January 12, 2022, Kamux announced that it will open a new showroom in Nyköping in Sweden in September 2022.
On January 21, 2022, Kamux raised its revenue outlook to EUR 936−938 million and kept the outlook for adjusted operating profit unchanged.
On January 26, 2022 Kamux informed that it will relocate to larger premises in Pori, and at the same time open a commercial vehicle store in Pori in April, 2022.
Outlook for the year 2022
In 2022, Kamux expects its revenue to be at least EUR 1,100 million and adjusted operating profit to increase from the previous year.
Although Kamux's business is not exposed to immediate Russia-related risks, Russian military actions in Ukraine have caused significant uncertainty across Europe. The situation may have an impact on people's consumption behaviour and purchasing power, which may also create uncertainty regarding Kamux's outlook for 2022.
On January 21, 2022, Kamux updated its outlook for 2021. The Company raised its revenue outlook for 2021 while keeping its outlook for adjusted operating profit unchanged. Kamux's updated outlook for 2021 is as follows: In 2021, Kamux expects its revenue to be EUR 936–938 million. The Company expects its adjusted operating profit to increase from the previous year.
Previously, Kamux expected its revenue to reach EUR 850–900 million in 2021 and its adjusted operating profit to increase from the previous year.
The Company's medium-term financial targets are to increase revenue by over 20% annually, to increase adjusted operating profit annually, and to reach an adjusted operating profit margin of over 3.5% and a return on equity (ROE) of over 25%. Additionally, the Company's target is to distribute dividends of at least 25% of net profits.
The Board of Directors of the Company estimates annually the balance between dividends to be distributed and funds to be used for Kamux's growth and based on this assessment, makes a proposal on the amounts of dividends to be distributed, which may for any single year differ significantly from the target level set in the dividend policy.
Hämeenlinna, March 3, 2022 Kamux Oyj Board of Directors
Kamux Corporation's share capital at the end of the financial year was EUR 80,000 and the number of shares was 40,017,420. The company has one class of shares and each share has one vote at the company's general meeting. In April 2021, the Company transferred a total of 4,894 shares held by the Company to key personnel of Kamux Group for the payment of the share-based incentive plan of 2020. In April 2021, a total of 330 shares were returned to the Company without consideration due to the termination of employment of a person covered by the plan. In May, the Company transferred a total of 5,656 shares held by the Company to the Members of the Board of Directors as a part of their annual compensation. In July, a total of 2,881 shares and in December a total of 132 shares were returned to the Company without consideration due to the termination of employment of persons covered by the plan. At the end of the financial year, the Company held 36,502 treasury shares, representing 0.09% of all shares.
During the financial year, 37,321,741 (33,287,962) Kamux shares were traded on the Nasdaq Helsinki main market. The highest share price for the financial year was EUR 18.03 (13.76) and the lowest price was EUR 10.65 (5.14). On the last trading day of the financial year, December 30, 2021, the closing share price was EUR 11.47 (13.60). Kamux's volume weighted average share price during the year was EUR 13.90 (8.97). Market capitalization, excluding treasury shares, measured at the financial year's closing price was EUR 458.6 million (543.6). The trading symbol on the Nasdaq Helsinki main market is KAMUX, and Kamux is classified as a medium-sized company in the Retail sector.
At the end of 2021, the number of registered shareholders was 23,726 (13,930), including 10 (11) nominee registered shareholders. Kamux's largest shareholders on December 31, 2021 were Juha Kalliokoski including both the shares owned by Juha Kalliokoski and by an investment company controlled by closely associated persons to Juha Kalliokoski (14.61%), Elo Mutual Pension Insurance Company (5.30%) and Jussi Mäkinen (3.42%).
In accordance with the rules of the Securities Market Act, shareholders of publicly listed companies must notify both the Financial Supervisory Authority and the listing company of changes in their holdings. During 2021, the company received notices of changes in shareholdings pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act as follows:
On March 5, 2021, Juha Kalliokoski and Callardo Capital Oy, a company controlled by closely associated persons, announced that the total holdings of shares and voting rights of Juha Kalliokoski and Callardo Capital Oy in Kamux Corporation has fallen below the 15 percent flagging threshold.
| Largest shareholders December 31, 2021 | Share ownership | % of shares | |
|---|---|---|---|
| 1 | Kalliokoski Juha Antero | 5,363,004 | 13.41 |
| 2 | Elo Mutual Pension Insurance Company | 2,117,741 | 5.30 |
| 3 | Mäkinen Jussi Antero | 1,368,299 | 3.42 |
| 4 | Kalliola Jyri | 1,367,300 | 3.42 |
| 5 | Ilmarinen Mutual Pension Insurance Company | 925,000 | 2.31 |
| 6 | Mutual fund Aktia Capital | 890,442 | 2.23 |
| 7 | OP-Finland Small Firms Fund | 715,930 | 1.79 |
| 8 | Mutual Fund eQ Nordic Small Cap | 684,500 | 1.71 |
| 9 | Evli Finnish Small Cap Fund | 666,230 | 1.67 |
| 10 | Danske Invest Finnish Equity Fund | 555,483 | 1.39 |
| 11 | Callardo Capital Oy | 480,143 | 1.20 |
| 12 | Fondita Nordic Small Cap Investment Fund | 380,000 | 0.95 |
| 13 | Fondita Nordic Micro Cap | 300,000 | 0.75 |
| 14 | Mutual Fund Säästöpankki Domestic | 298,193 | 0.75 |
| 15 | Mutual Fund Säästöpankki Small Cap | 263,298 | 0.66 |
| 16 | Pelkonen Henri Tapio | 248,404 | 0.62 |
| 17 | Mutual Fund Taaleritehdas Mikro Markka | 238,510 | 0.60 |
| 18 | Pihlaja Ari Kalevi | 237,778 | 0.59 |
| 19 | S-pankki Fenno Osake Mutual Fund | 234,314 | 0.59 |
| 20 | Mänty Tero Juho | 223,187 | 0.56 |
| 20 largest shareholders in total | 17,557,756 | 43.92 |
Excludes nominee registered shares and treasury shares. As of December 31, 2021, Kamux held 36,502 treasury shares.
Kamux has received the following notifications of nominee registered owners on December 31, 2021: Investment funds managed by Swedbank Robur owned a total of 2,330,793 shares, corresponding to 5.83% of the outstanding shares and votes of the company. Investment funds managed by Creades owned a total of 842,021 shares, corresponding to 2.11% of the outstanding shares and votes of the company.
| Ownership by sector, | % of | |||
|---|---|---|---|---|
| December 31, 2021 | Owners | owners | Shares | % of shares |
| Foreign owners | 46 | 0.19 | 75,516 | 0.26 |
| Households | 22,796 | 96.08 | 17,864,158 | 61.26 |
| Government entities | 3 | 0.01 | 3,047,741 | 10.45 |
| Financial and insurance institutions |
42 | 0.18 | 4,521,434 | 15.50 |
| Non-profit organizations | 31 | 0.13 | 329,069 | 1.13 |
| Companies and home associations |
808 | 3.41 | 3,325,538 | 11.40 |
| Total | 23,726 | 100.00 | 29,163,456 | 100.00 |
Includes only book-entry registered shareholders in Finland. The distribution of shareholdings is thus not illustrative of the distribution of the entire shareholding in the company.
| % of | ||||
|---|---|---|---|---|
| Shares | Owners | owners | Shares | % of shares |
| 1-100 | 11,645 | 49.08 | 268,937 | 0.67 |
| 101-500 | 8,527 | 35.94 | 1,391,303 | 3.48 |
| 501-1,000 | 1,909 | 8.05 | 1,076,638 | 2.69 |
| 1,001-5,000 | 1,386 | 5.84 | 2,145,815 | 5.36 |
| 5,001-10,000 | 134 | 0.56 | 738,371 | 1.85 |
| 10,001-50,000 | 78 | 0.33 | 1,664,542 | 4.16 |
| 50,001-100,000 | 16 | 0.07 | 667,429 | 1.67 |
| 100,001-500,000 | 18 | 0.08 | 5,086,154 | 12.71 |
| 500,001- | 13 | 0.05 | 26,978,231 | 67.42 |
| Total | 23,726 | 100.00 | 40,017,420 | 100.00 |
Includes treasury shares held by Kamux.
| Statement of comprehensive income | 2021 | 2020 | 2019 |
|---|---|---|---|
| Revenue | 937.4 | 724.1 | 658.5 |
| revenue growth, % | 29.5% | 10.0% | 24.8% |
| Gross profit | 101.3 | 91.5 | 79.6 |
| as percentage of revenue, % | 10.8% | 12.6% | 12.1% |
| Earnings before interest, tax, depreciation and amortization (EBITDA) |
39.9 | 40.8 | 33.7 |
| as percentage of revenue, % | 4.3% | 5.6% | 5.1% |
| Operating profit (EBIT) | 28.0 | 31.2 | 25.3 |
| as percentage of revenue, % | 3.0% | 4.3% | 3.8% |
| Adjusted operating profit | 31.4 | 30.7 | 25.4 |
| as percentage of revenue, % | 3.3% | 4.2% | 3.9% |
| Balance sheet | |||
| Equity | 105.7 | 95.7 | 81.7 |
| Non-current liabilities | 49.8 | 54.5 | 55.7 |
| Current liabilities | 68.9 | 41.2 | 44.1 |
| Balance sheet total | 224.5 | 191.3 | 181.5 |
| Net debt | 70.4 | 53.5 | 38.5 |
| Net working capital | 103.8 | 79.3 | 55.3 |
| Inventories | 132.8 | 93.6 | 70.2 |
| Other information | |||
| Number of cars sold | 68,429 | 60,657 | 55,432 |
| Gross profit per sold car | 1,480 | 1,509 | 1,437 |
| Sales growth of like-for-like showrooms, % | 19.1% | -3.8% | 6.3% |
| Inventory turnover, days | 49.3 | 47.2 | 44.5 |
| Capital expenditures | 7.4 | 4.9 | 2.7 |
| Average number of employees during the period | 848 | 713 | 595 |
| Key figures | 2021 | 2020 | 2019 |
|---|---|---|---|
| Return on equity (ROE), % | 19.5% | 26.3% | 25.3% |
| Return on capital employed (ROI), % | 12.5% | 16.9% | 16.7% |
| Equity ratio, % | 47.3% | 50.1% | 45.1% |
| Gearing, % | 66.6% | 55.9% | 47.2% |
| Per share data | 2021 | 2020 | 2019 |
| Earnings per share, basic, € | 0.49 | 0.58 | 0.48 |
| Cash flows from operating activities per share, € | 0.18 | 0.26 | 0.83 |
| Shareholders' equity per share, € | 2.64 | 2.26 | 2.04 |
| Dividend per share, € | 0.20* | 0.24 | 0.23 |
| Payout ratio, % | 40.7% | 41.1% | 48.4% |
| Effective dividend yield, % | 1.7% | 1.8% | 3.1% |
| Price/earnings (P/E) ratio | 23.4 | 23.3 | 15.6 |
| Highest share price, € | 18.03 | 13.76 | 7.62 |
| Lowest share price, € | 10.65 | 5.14 | 4.50 |
| Share price on December 31, € | 11.47 | 13.60 | 7.40 |
| Market capitalization of share stock, € million | 458.6 | 543.6 | 296.1 |
| Turnover of shares, total, (1,000 shares) | 37,322 | 33,288 | 14,710 |
| Relative turnover of shares, total, % | 93.3% | 83.3% | 36.8% |
| Average no. of shares (1,000 shares), basic** | 39,932 39,931 40,004 |
||
| Average no. of shares (1,000 shares), diluted** | 40,001 | 39,955 | 40,017 |
| Total no. of shares (1,000 shares) on December 31** | 39,981 | 39,974 | 40,015 |
*Proposal of the Board of Directors to the Anuual General Meeting **Excluding treasury shares
Kamux presents alternative performance measures as additional information to performance measures presented in the consolidated income statement, consolidated statement of financial position and consolidated statement of cash flows prepared in accordance with IFRS. In Kamux's view, the alternative performance measures provide significant additional information related to Kamux's results of operations, financial position and cash flows, and they are widely utilized by analysts, investors and other parties.
The alternative performance measures should not be considered separately from measures under IFRS or as substitutes for corresponding measures under IFRS. All companies do not calculate alternative performance measures in a uniform way and therefore the alternative performance measures presented by Kamux may not be comparable with similarly named measures presented by other companies.
In year 2018, Kamux received a tax reassessment decision from the Finnish Tax Administration. The decision was related to a tax audit carried out by the Finnish Tax Administration in 2016–2018 concerning Kamux Suomi Oy and the tax years 2012–2016. Kamux expensed the total amount of the tax reassessment decision, approximately EUR 2.6 million, in full in its result of 2018. However, Kamux considered the decision to be unfounded and appealed against the decision.
In June 2020, The Finnish Tax Administration's Adjustment Board partially approved the appeal by Kamux on the tax reassessment decision and ruled that the company receive a refund of approximately EUR 0.9 million. Kamux recognized the total amount of the refund, EUR 0.9 million, in its result for the second quarter of 2020 as credit in other operating expenses. Both parties have the opportunity to appeal the decision. Kamux considers the decision of the Adjustment Board partly unfounded, and the company has placed the issue before the Administrative Court and applied for a rectification of the Adjustment Board's ruling.
| EUR million | 2021 | 2020 |
|---|---|---|
| Operating profit (EBIT) | 28.0 | 31.2 |
| Strategic investigations | - | 0.0 |
| Legal processes | 3.5 | - |
| Taxes related to previous financial years | -0.1 | -0.5 |
| Total adjustment items | 3.4 | -0.5 |
| Adjusted operating profit | 31.4 | 30.7 |
| Gross profit | = | Revenue + Other operating income − Materials and services | Inventories + Trade and other receivables + Current | ||||
|---|---|---|---|---|---|---|---|
| Earnings before interest, tax, depreciation, and amortization (EBITDA) |
= | Operating profit + Depreciation and amortization | Net working capital | income tax receivables − Trade and other payables − Current income tax liabilities − Non-current and current provisions |
|||
| Dividend per share, EUR |
= | Dividend per share approved by the Annual General Meeting with respect to the most recent year, the Board's proposal to the AGM |
|||||
| Adjusted operating profit (EBIT) |
= | Operating profit adjusted for special items relating to strategic planning, legal processes and taxes related to previous |
Dividend/share | ||||
| financial years. | Payout ratio, % | = | 100 × | Share of EPS belonging to parent company owners | |||
| Net debt | = | Non-current borrowings + Current borrowings + Lease liabilities − Cash and cash equivalents |
Effective dividend | = | 100 × | Dividend/share adjusted for share issue | |
| Financial debt | = | Non-current borrowings + Current borrowings | yield, % | Final quotation at close of period adjusted for share issue |
|||
| Like-for-like showroom revenue |
= 100 × ( |
Like-for-like showroom car sales | −1 ) | Price/earnings | Final quotation at close of period adjusted for share issue |
||
| growth | Like-for-like showroom car sales in the previous year | (P/E) ratio | = | Share of EPS belonging to parent company owners | |||
| New showrooms are included in the calculation when they have been open for 13 months and, therefore, the first time the showroom is included in the |
Shareholders equity | = | Equity attributable to equity holders of the parent | ||||
| measure is its 25th operating month. | per share, EUR | Basic number of shares at the end of period adjusted for share issue |
|||||
| Inventory turnover | = 365 × |
Inventories (average for 12 months) | Market capitalization of |
= | |||
| Materials and services (rolling 12 months) | Number of shares x closing price at the end of period | ||||||
| Return on equity | = 100 × |
Profit for the period (rolling 12 months) | share stock, EUR | ||||
| (ROE), % | Equity (average for 12 months) | ||||||
| Return on capital | Profit for the period + Finance costs (rolling 12 months) | ||||||
| employed (ROI), % | = 100 × |
Equity + Financial debt (average for 12 months) | |||||
| Equity ratio, % | Equity | ||||||
| = 100 × |
Balance sheet total − Advance payments received | ||||||
| Gearing, % | = 100 × |
Net debt | |||||
| Equity | |||||||
| Earnings per share, basic |
Profit for the period (attributable to owners of the Company) | ||||||
| = | Weighted average number of outstanding shares adjusted for share issue for the period |
Kamux's (Company ID 2442327-8) business is based on an effective integrated business model in the sale of used cars. Kamux's goal is to continuously develop its operations and services to better meet customers´ needs. In the presentation of consolidated financial statements, Kamux also focuses on information relevant to the users of financial statements and strives to report Kamux's financial performance in 2021 and 2020 clearly and concisely. In addition to primary statements the consolidated financial statements include five sections: Basis of Preparation and Information on Kamux, Key Performance Metrics of Kamux Group, Net Working Capital, Capital Management and Net Debt and Other Notes. Each part also explains related significant accounting principles. This manner of presenting information aims at providing the reader with a clear understanding of the Group's financial position and on how the applied accounting policies impact the figures presented in the financial statements.
Financial Statements
2021
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
CONSOLIDATED BALANCE SHEET
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CASH FLOWS
Primary statements of the Consolidated Financial statements
| For the year ended December 31, | ||||
|---|---|---|---|---|
| EUR million | Note | 2021 | 2020 | |
| Revenue | 2.2 | 937.4 | 724.1 | |
| Other operating income | 2.2 | 1.4 | 1.3 | |
| Materials and services | 2.3, 2.4 | -837.5 | -633.8 | |
| Personnel costs | 2.4 | -47.6 | -39.0 | |
| Other operating expenses | 2.4 | -13.8 | -11.7 | |
| Depreciation and amortization | 2.4 | -11.9 | -9.6 | |
| Operating profit | 28.0 | 31.2 | ||
| Finance income and costs | 4.2 | -1.5 | -2.7 | |
| Profit before income tax | 26.4 | 28.5 | ||
| Income tax | 2.5 | -6.8 | -5.2 | |
| Profit for the period | 19.6 | 23.3 | ||
| Other comprehensive income | ||||
| Items that may be subsequently reclassified to profit or loss | ||||
| Translation differences | -0.1 | 0.2 | ||
| Other comprehensive income for the period, net of tax | -0.1 | 0.2 | ||
| Total comprehensive income for the period | 19.6 | 23.5 | ||
| Profit for the period attributable to | ||||
| owners of the Company | 19.6 | 23.3 | ||
| Total comprehensive income for the period attributable to | ||||
| owners of the Company | 19.6 | 23.5 | ||
| Earnings per share for profit attributable to owners of the Company | 2.6 | |||
| Earnings per share, basic and diluted, EUR | 0.49 | 0.58 |
Consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
| EUR million | Note | 2021 | 2020 | |
|---|---|---|---|---|
| ASSETS | ||||
| Non-current assets | ||||
| Intangible assets | 5.2 | 6.4 | 5.1 | |
| Goodwill | 5.1, 5.2 | 14.0 | 14.0 | |
| Property, plant and equipment | 5.2 | 6.0 | 2.4 | |
| Lease assets | 5.2 | 44.6 | 46.9 | |
| Other receivables | 0.2 | 0.2 | ||
| Deferred tax assets | 5.5 | 1.4 | 1.3 | |
| Total non-current assets | 72.6 | 69.9 | ||
| Current assets | ||||
| Inventories | 3.1 | 132.8 | 93.6 | |
| Trade and other receivables | 3.2 | 18.1 | 16.6 | |
| Current tax assets | 0.0 | 0.0 | ||
| Cash and cash equivalents | 4.1 | 0.9 | 11.2 | |
| Total current assets | 151.9 | 121.4 | ||
| TOTAL ASSETS | 224.5 | 191.3 |
| At December 31, | |||
|---|---|---|---|
| EUR million | Note | 2021 | 2020 |
| EQUITY AND LIABILITIES | |||
| Equity attributable to owners of the Company | 5.4 | ||
| Share capital | 0.1 | 0.1 | |
| Reserve for invested unrestricted equity | 24.7 | 24.7 | |
| Translation differences | 0.0 | 0.1 | |
| Treasury shares | -0.0 | -0.2 | |
| Retained earnings | 61.3 | 47.6 | |
| Profit for the period | 19.6 | 23.3 | |
| Total equity attributable to owners of the Company | 105.7 | 95.7 | |
| Non-current liabilities | |||
| Borrowings | 4.1 | 13.0 | 14.9 |
| Lease liabilities | 5.2 | 36.4 | 39.1 |
| Other non-current liabilities | 0.1 | 0.1 | |
| Provisions | 3.4 | 0.4 | 0.4 |
| Total non-current liabilities | 49.8 | 54.5 | |
| Current liabilities | |||
| Borrowings | 4.1 | 12.5 | 2.0 |
| Lease liabilities | 5.2 | 9.5 | 8.6 |
| Derivative financial instruments | 4.1 | 0.1 | 0.0 |
| Trade and other payables | 3.3 | 41.9 | 27.3 |
| Provisions | 2.3, 3.4 | 3.4 | 3.1 |
| Current income tax liabilities | 1.6 | 0.1 | |
| Total current liabilities | 68.9 | 41.2 | |
| Total liabilities | 118.8 | 95.6 | |
| TOTAL EQUITY AND LIABILITIES | 224.5 | 191.3 |
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
| Share | Reserve for invested unrestricted |
Translation | Treasury | Retained | |||
|---|---|---|---|---|---|---|---|
| EUR million | Note | capital | equity | differences | shares | earnings | Total equity |
| Equity at Jan 1, 2021 | 0.1 | 24.7 | 0.1 | -0.2 | 71.0 | 95.7 | |
| Profit for the period | 19.6 | 19.6 | |||||
| Other comprehensive income | -0.1 | -0.1 | |||||
| Total comprehensive income | -0.1 | 19.6 | 19.6 | ||||
| Transactions with owners: | |||||||
| Conveyance of treasury shares | 5.4 | 0.1 | 0.1 | ||||
| Share-based payments | 5.3 | -0.0 | -0.0 | ||||
| Dividends for owners | -9.6 | -9.6 | |||||
| Equity at Dec 31, 2021 | 0.1 | 24.7 | 0.0 | -0.0 | 81.0 | 105.7 | |
| Equity at Jan 1, 2020 | 0.1 | 24.7 | -0.1 | - | 56.9 | 81.7 | |
| Profit for the period | 23.3 | 23.3 | |||||
| Other comprehensive income | 0.2 | 0.2 | |||||
| Total comprehensive income | 0.2 | 23.3 | 23.5 | ||||
| Transactions with owners: | |||||||
| Acquisition of treasury shares | 5.4 | -0.5 | -0.5 | ||||
| Conveyance of treasury shares | 5.4 | 0.3 | 0.3 | ||||
| Share-based payments | 5.3 | -0.1 | -0.1 | ||||
| Dividends for owners | -9.2 | -9.2 | |||||
| Equity at Dec 31, 2020 | 0.1 | 24.7 | 0.1 | -0.2 | 71.0 | 95.7 |
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
| For the year ended December 31, |
||||
|---|---|---|---|---|
| EUR million | Note | 2021 | 2020 | |
| Cash flows from operating activities | ||||
| Profit for the period | 19.6 | 23.3 | ||
| Adjustments for: | ||||
| Depreciation and amortization | 2.4 | 11.9 | 9.6 | |
| Finance income and costs | 4.2 | 1.5 | 2.7 | |
| Change in provisions | 2.3, 3.4 | 0.3 | 0.4 | |
| Write-down of inventories | 3.1 | -0.2 | 0.2 | |
| Income taxes | 2.5 | 6.8 | 5.2 | |
| Other non-cash items | -0.0 | 0.2 | ||
| Changes in working capital: | ||||
| Change in trade receivables and other receivables | 3.2 | -1.7 | 2.1 | |
| Change in trade payables and other payables | 3.3 | 15.1 | -2.9 | |
| Change in inventories | 3.1 | -39.6 | -22.7 | |
| Interests paid | -0.9 | -1.1 | ||
| Other financial items, net | 0.0 | -0.1 | ||
| Income taxes paid | -5.5 | -6.6 | ||
| Net cash inflow (outflow) from operating activities | 7.3 | 10.2 | ||
| Cash flows from investing activities | ||||
| Investments in property, plant and equipment | 5.2 | -4.3 | -0.8 | |
| Investments in intangible assets | 5.2 | -3.1 | -4.1 | |
| Net cash inflow (outflow) from investing activities | -7.4 | -4.9 |
| For the year ended December 31, |
||||
|---|---|---|---|---|
| EUR million | Note | 2021 | 2020 | |
| Cash flows from financing activities | ||||
| Purchase of treasury shares | 5.4 | - | -0.5 | |
| Proceeds from bank loans | 4.1 | 35.5 | 10.0 | |
| Repayments of bank loans | 4.1 | -27.0 | -12.5 | |
| Repayments of lease liabilities | 5.2 | -9.0 | -7.9 | |
| Dividends paid | -9.6 | -9.2 | ||
| Other cash flows from financing activities | 0.1 | -0.0 | ||
| Net cash inflow (outflow) from financing activities | -9.9 | -20.1 | ||
| Net decrease/increase in cash and cash equivalents | -10.0 | -14.7 | ||
| Cash and cash equivalents at the beginning of the period |
11.2 | 27.6 | ||
| Effects of exchange rate changes on cash and cash equivalents |
-0.2 | -1.7 | ||
| Cash and cash equivalents at the end of period | 0.9 | 11.2 |
The above consolidated statement of cash flow should be read in conjunction with the accompanying notes.
BASIS OF PREPARATION
SHORT PRESENTATION OF KAMUX
Basis of preparation and information on
Kamux
These are the financial statements of Kamux Corporation (the "Company") and its subsidiaries (together referred as "Kamux", or "Group"). Kamux is a rapidly grown retail chain operating in Finland, Sweden and Germany specializing in used car sales.
The parent company's company ID is 2442327-8, domicile is Hämeenlinna and the registered address of the head office is Parolantie 66 A, 13130 Hämeenlinna.
The Company's Board of Directors has approved these financial statements at its meeting on March 3, 2022.
According to the Finnish Companies Act, shareholders have the opportunity to approve or reject the financial statements at the General Meeting of Shareholders held after publication. It is also possible to amend the financial statements at the General Meeting of Shareholders.
The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union, conforming to the IAS standards and IFRS standards as well as IFRIC interpretations applicable as of December 31, 2021. The notes to the financial statements also comply with Finnish accounting and corporate legislation complementing the IFRS standards.
Assets and liabilities are measured at cost, except for tangible and intangible assets that are measured at acquisition cost less accumulated depreciations and amortizations, inventory that is measured at lower of cost and net realizable value, lease agreements that are measured at the net present
value of the future lease payments and derivative instruments that are measured at fair value through profit or loss. Financial statements are presented in millions of euros. The figures presented in the financial statements are rounded and therefore the sum of individual figures may differ from the presented sum figure.
The consolidated financial statements are presented in euros, which is the functional and reporting currency of the parent company. Transactions denominated in foreign currency are translated into euro by using the exchange rate prevailing at the transaction date. The income statements of the foreign subsidiaries are translated into euros by using the weighted average exchange rate for the period and balance sheets are translated into euros by using the exchange rate prevailing at the balance sheet date.
In addition to primary statements the consolidated financial statements are divided into five sections: Basis of Preparation and Information on Kamux, Key Performance Metrics of Kamux Group, Net Working Capital, Capital Management and Net Debt and Other Notes. Each section includes related significant accounting policies.
Preparing the financial statements in accordance with IFRS requires management to make accounting estimates and judgments as well as assumptions that influence the application of the accounting policies and the carrying amounts of assets, liabilities, revenue and expenses. Actual outcomes may differ from these estimates and judgments.
Estimates and judgments are regularly reviewed. Changes in estimates are reported in the period in which the change is made if the change affects only that period, or in the period in which the change is made and in future periods if the change affects both the current and future periods.
Assumptions underlying management's estimates can be found in the following notes to the financial statements:
| Note |
|---|
| 2.3 and 3.4 |
| 3.1 |
| 5.2 |
| 5.3 |
| 5.5 |
Kamux is a rapidly grown retail chain operating in Finland, Sweden and Germany and specializing in used car sales. The first Kamux car showroom began operations in Finland in 2003 and as of December 31, 2021, Kamux had an online store and total of 79 showrooms: 50 showrooms in Finland, 21 in Sweden and 8 in Germany. Since its incorporation, Kamux has sold more than 400,000 used cars.
Kamux's CEO Juha Kalliokoski founded Kamux in 2003 by opening its first car showroom in Hämeenlinna, where Kamux's head office is still located. Kamux opened its second car showroom in 2006 and by 2010 it had expanded its network to 14 car showrooms in Finland. In 2010 Kamux started to offer integrated services to its customers. In 2011 Finnish private equity investor Intera Partners acquired control of Kamux with the existing management staying as company shareholders. Intera's aim was to provide Kamux with additional resources and knowhow for expanding operations in Finland and abroad. Kamux expanded into Sweden in late 2012 and into Germany in December 2015. At the end of year 2016 the company had a total of 47 showrooms in three countries. In 2017, Kamux's number of showrooms expanded to 53 showrooms and Kamux opened its online store in Finland.
In 2017 Kamux was listed on the Nasdaq Helsinki resulting in over 1,200 new shareholders for the company. Intera Fund II Ky stayed as the largest shareholder of the company. In September 2020 Intera Fund II KY sold the rest of its ownings in Kamux after sold some of the ownings already in 2019 and earlier in 2020.
Late 2018 Kamux had 61 showrooms and late 2019 71 showrooms. In December 2019 Kamux agreed the acquisition of the business and assets of Autosilta from Jagro Oy. The acquisition was completed on January 9, 2020. At the end of 2020 Kamux had 78 showrooms.
In December 31, 2021 the company had a total of 23,726 shareholders of which the largest being Juha Kalliokoski, including both Kalliokoski's direct holdings as well as shares owned by a holdings company under the control of related parties.
Kamux's business is based on a combination of car showrooms and online presence, professional procurement of used cars, low fixed costs, rapid inventory turnover and sales of integrated services. Kamux's business model makes it possible to offer affordable used cars, and Kamux's aim is to continuously develop its operations to better address customers' needs. Kamux offers its customers financing products from third party service providers at all of its car showrooms in Finland, Sweden and Germany. In addition, Kamux offers insurance products and a liability extension product for car repair costs, Kamux Plus, in Finland and Sweden. A key component of Kamux's customer service concept is the home delivery, under which the car is delivered to a location agreed with the customer and, if necessary, the possible trade-in car is simultaneously picked up. Digital channels have an integral role in the customers' purchase process, as the purchase path of a car typically begins online. Kamux serves its customers also in chat. Kamux's websites (kamux.fi/kamux.se/ kamux.de) had about 1,000,000 monthly visitors in net during 2021.
Developing new services is part of Kamux's strategy. In 2021, Kamux launched a pilot on a driving service model based on a monthly fee. The pilot for the Huoleton service was launched in the spring in the Konala showroom in Helsinki.
Kamux acquires used cars from car auctions, leasing companies, other car dealers, financing companies, importers, private individuals, and other sources. The majority of the used cars sold by Kamux are acquired from its customers as part of trade-in car sales. All of Kamux's car sales personnel in Finland buy cars, and each of Kamux's car showrooms has set purchasing targets. In Sweden and Germany, pricing of purchased cars is the responsibility of the sourcing teams in these countries operating under the purchasing director. In addition, Kamux has a separate sourcing organization, which is responsible for acquiring cars at car auctions, among others. Kamux aims to align its own and its employees' interests through its incentive scheme. The sales personnel's incentive scheme takes into account sales, car procurements, car trade-ins and the sales of integrated services when determining the amount of remuneration.
Kamux's entire car selection is available to all of its sales personnel at all Kamux's car showrooms in Finland as well as nationwide in Sweden and Germany. If needed, Kamux relocates a car from one car showroom or country to another once the sale is agreed upon. In 2021, 27 percent of the cars were sold digitally.
RESULTS BY SEGMENT
REVENUE
REPAIR COSTS
EXPENSES
INCOME TAXES
EARNINGS PER SHARE
Key performance metrics of Kamux
Group
Kamux is a rapidly grown car retail chain operating in Finland, Sweden and Germany and specializing in used car sales. Its operational structure is as follows:

Management has defined the Group's reportable segments based on the reporting regularly presented to the CEO of the Group. This reporting forms the basis for the CEO's strategic and operative decisions to allocate resources and for assessing performance. The primary measure of performance is operating profit (EBIT). The CEO also receives information about segments' revenue, gross profit and operating profit on a monthly basis. Reportable segments comprise the following geographical areas: Finland, Sweden and Germany. Other activities consist of head office, real estate company and Group functions, including centralized procurement, marketing, finance and Group management.
Kamux had 50 showrooms in Finland on December 31, 2021.
In Sweden Kamux opened its first showroom in December 2012 and at the end of December 2021, it operated 21 showrooms. The showrooms are located in different areas and two of them are located in Stockholm area.
Kamux's growth strategy includes international expansion and, in accordance with the strategy, Kamux started its operations in Germany by opening its first showroom in Hamburg area in December 2015. At the end of 2021 Kamux operated 8 showrooms in Germany. The showrooms in Germany are located in Hamburg area and in Lübeck.

Segment revenue and expenses are items directly attributable to the operating segment. Certain expenses such as centralized procurement are allocated to the segments on a reliable basis in the internal management reporting. Other activities comprise Group level operations that are not directly employed by the individual segment in its operating activities. Sales between segments are carried out on arm's length and eliminated on consolidation. Segment reporting is based on the Group's IFRS reporting.
| Segments | Group | ||||||
|---|---|---|---|---|---|---|---|
| EUR million | Finland | Sweden | Germany | total | functions | Eliminations | Group |
| 2021 | |||||||
| Revenue | 611.0 | 296.6 | 98.6 | 1,006.1 | -68.7 | 937.4 | |
| internal | -0.0 | 57.9 | 10.8 | 68.7 | -68.7 | -0.0 | |
| external | 611.0 | 238.7 | 87.7 | 937.4 | 937.4 | ||
| sales of used cars | 575.3 | 233.5 | 85.8 | 894.6 | 894.6 | ||
| integrated services | 35.6 | 5.2 | 2.0 | 42.8 | 42.8 | ||
| Gross profit | 79.6 | 19.0 | 2.6 | 101.3 | 101.3 | ||
| EBITDA | 45.7 | 4.2 | -4.0 | 45.9 | -6.0 | 39.9 | |
| Depreciation and amortization | -7.9 | -2.9 | -1.1 | -11.9 | -0.0 | -11.9 | |
| Operating profit | 37.8 | 1.3 | -5.1 | 34.0 | -6.1 | 28.0 | |
| Finance income and costs | -1.5 | ||||||
| Profit before income tax | 26.4 |
| Definition of key measures | ||
|---|---|---|
| Gross profit | Revenue + Other operating income – Materials and services |
|
| EBITDA | Operating profit + depreciation and amortization |
|
| Operating profit (EBIT) |
Profit for the period + income tax + net finance costs |
| Segments | Group | ||||||
|---|---|---|---|---|---|---|---|
| EUR million 2020 |
Finland | Sweden | Germany | total | functions | Eliminations | Group |
| Revenue | 512.1 | 215.5 | 67.0 | 794.6 | -70.5 | 724.1 | |
| internal | 0.0 | 66.9 | 3.6 | 70.6 | -70.5 | 0.1 | |
| external | 512.1 | 148.5 | 63.4 | 724.0 | 724.0 | ||
| sales of used cars | 480.8 | 144.8 | 61.3 | 686.9 | 686.9 | ||
| integrated services | 31.4 | 3.7 | 2.0 | 37.1 | 37.1 | ||
| Gross profit | 70.9 | 15.2 | 5.5 | 91.5 | 91.5 | ||
| EBITDA | 41.3 | 4.7 | -0.5 | 45.4 | -4.6 | 40.8 | |
| Depreciation and amortization | -6.3 | -2.3 | -1.0 | -9.6 | -0.0 | -9.6 | |
| Operating profit | 34.9 | 2.4 | -1.5 | 35.8 | -4.7 | 31.2 | |
| Finance income and costs | -2.7 | ||||||
| Profit before income tax | 28.5 |
Of the Group's non-current assets, except for deferred tax assets, EUR 41.7 million as of December 31, 2021 (EUR 40.7 million as of December 31, 2020) were located in Finland. The corresponding amounts for Sweden were EUR 19.5 million as of December 31, 2021 (EUR 15.3 million as of December 31, 2020) and for Germany EUR 9.9 million as of December 31, 2021 (EUR 12.6 million as of December 31, 2020).
Kamux's business consists of retail and wholesale sales of used cars in Finland, Sweden and Germany and of integrated services sold to consumer and corporate customers. These have been identified as separate performance obligations. Sales are based on the network of physical showrooms and efficient online showrooms in Kamux's websites in these countries. Kamux offers a home delivery service, in which Kamux delivers the car to the place agreed with the client. The car delivered to the customer's home has a 14-day right of return. Kamux also sells used cars in auctions.
Kamux offers its customers financing and insurance products provided by third parties in connection with the sale of the used car. The credit and insurance risks for these products are borne by finance and insurance companies. Kamux is entitled to financing fees and insurance commissions from its sales of these products. Parts of the fees are contingent on the continuation of the agreement between the finance company and the client.
In addition, Kamux offers its customers a Kamux Plus service, which extends the seller's statutory liability for defects. Kamux repairs predefined car defects that are detected within 12 months of the purchase of a car or until 25,000/15,000 driven kilometers, depending on which threshold is reached first. Kamux Plus is part of the car sales contract and it will therefore be taken into account when determining the sales price of a car.
Financing fees and insurance commissions amounted to EUR 36.2 million during 2021, comprising 4 percent of total revenue. In 2020 fees and commissions were EUR 31.3 million or 4 percent of total revenue. Revenue from sales of the Kamux Plus service was EUR 6.6 million for the year ended December 31, 2021, and EUR 5.8 million in 2020.
External revenue generated in Finland was EUR 611.0 million and represented 65 percent of total Group revenue during 2021. In 2020 corresponding revenue was EUR 512.1 million, or 71 percent of total Group revenue. In Sweden external revenue amounted to EUR 238.7 million during 2021, or 25 percent of total Group revenue. In 2020 corresponding revenue was EUR 148.5 million, or 21 percent of total Group revenue. In Germany external revenue amounted to EUR 87.7 million during 2021, or 9 percent of total Group revenue. In 2020 corresponding revenue was EUR 63.4 million or 9 percent of total Group revenue.
Other operating income in the Kamux Group amounted to EUR 1.4 million in 2021 and EUR 1.3 million in 2020, and comprised mainly from insurance compensations, rental income from premises and income from customer's responsibility of the Kamux Plus service.
| For the year ended December 31, | |||
|---|---|---|---|
| EUR million | 2021 | 2020 | |
| Sales of used cars | 894.6 | 687.0 | |
| Financing fees and Insurance commissions |
36.2 | 31.3 | |
| Sales of Kamux Plus | 6.6 | 5.8 | |
| Total | 937.4 | 724.1 |
Revenue from sales of used cars was EUR 894.6 million, or 95 percent of total revenue during the financial year 2021. In 2020 such revenue was EUR 687.0 million, or 95 percent of total revenue.

Contract based assets and liabilities according to IFRS 15 comprise of accrued insurance commissions and financing fees included in the prepaid expenses and accrued income, and advance payments received relating to Kamux Plus service included in accrued expenses and deferred income. In the following table is presented the contract based balance sheet items according to IFRS 15:
| At December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| Contract based assets included in prepaid expenses and accrued income |
4.8 | 3.0 |
| Contract based liabilities included in accrued expenses and deferred income |
3.3 | 2.8 |
IFRS 15 Revenue from Contracts with Customers - standard includes a five-step model by which sales revenue is recognized when control of a good or service transfers to a customer. Revenue is recognized in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services.
Kamux's business consists of retail and wholesale sales of used cars and of integrated services sold to consumer and corporate customers. These goods and services have been identified as separate performance obligations in accordance with IFRS 15.
In the sales of used cars athe control of a good sold transfers to the customer at the time of delivery. The sales of used cars are recognized as revenue upon delivery of the car to the customer and upon transfer of the performance obligation to the customer. At the time of delivery, the customer pays the sales price by cash or the finance company provides Kamux an approved credit decision as a payment for the sales price. Home delivered cars have a 14-day right of return. Revenue on home delivered cars is recognized upon delivery to the extent Kamux estimates to be entitled to.
Revenue from sales is recognized according to the fair value of the sold car, net of discounts and value added taxes.
In integrated services regarding the financial and insurance services provided by a third party, Kamux acts as an agent towards the customer. Kamux presents the income derived from sales
of financing and insurance services in its revenue as net amount after Kamux has fulfilled its performance obligation of sales of the services.
Insurance commissions from insurance companies are recognized as revenue when the service is rendered, i.e. when the insurance contract is signed with the customer and Kamux is entitled to a commission fee in accordance with its agency contract. Insurance commissions are paid mainly during the month following the rendering of the service.
Financing fees from finance companies comprise fixed withdrawal and invoicing fees, variable interest fees and annual bonus fees. Fees are recognized as revenue on an accrual basis when the contract is signed with the customer or during the term of the agreement when Kamux is entitled to a payment from the finance company. Annual bonus fees are determined on percentage basis of the actual sales during a calendar year and they are recognized when Kamux is entitled to receive the payment from the financing company. Financing fees are paid during the maturity of each financing agreement signed with the customer in accordance with the agreement with the financing company.
The Kamux Plus service is recognized as revenue on a straight-line basis over the 12 months warranty period. Kamux Plus service provides the customer with a customer liability extension in connection with a used car sale.
Kamux's customer service and customer satisfaction strategy are based on offering used cars that are high-quality and reconditioned. Any deficiencies in the cars are disclosed to the customer during the sale process.
Used cars include the seller's statutory repair liability. In Finland, Sweden and Germany a car dealer has a liability to repair undisclosed defects that become apparent within six months after the purchase of the car (unless Kamux can prove that the defects arose subsequent to the sale). After six months, the burden of proof is transferred from Kamux to the customer.
In addition to the statutory repair liability, Kamux offers its customers the Kamux Plus service, which extends the seller's liability for defects. Kamux repairs predefined defects that are detected within 12 months following the purchase of the car or within 25,000/15,000 driving kilometers, whichever comes first.

Repair liability provision amounted to EUR 3.3 million as at December 31, 2021 and EUR 3.1 million as at December 31, 2020. Repair and maintenance costs have increased concurrently as the sales volumes have grown. Repair and maintenance costs amounted to EUR 23.1 million during the financial year 2021, and to EUR 19.3 million during the financial year 2020. The repair liability provision is expected to be used in the following 12 months. Repair liability costs and other repair and maintenance costs are reported in "materials and services" in the consolidated statement of comprehensive income.
Estimated repair liability cost is recognized as repair liability provision when the car is sold. The amount of repair liability provision is based on historical statistics about realized repair liability costs and the estimated trend of repair liability costs.

Repair liability provision is recognized based on the actual repair costs and the estimate on the development of repair liability costs. There is uncertainty between actual and estimated repair liability costs because repair liability costs may not necessarily be realized as predicted. Typically repair liability costs are realized frontloaded during the repair liability period. Estimates and assumptions are reviewed quarterly. Differences between actual and estimated repair liability costs may impact the provision amounts recognized in future periods.
>> Read more on repair liability provision in note 3.4.
| For the year ended December 31, |
||
|---|---|---|
| EUR million | 2021 | 2020 |
| Materials and services | ||
| Purchases during the period | 877.7 | 656.2 |
| Change in inventories | -40.3 | -22.5 |
| External services | 0.1 | 0.1 |
| Total | 837.5 | 633.8 |
| Personnel costs | ||
| Wages and salaries | 38.7 | 32.2 |
| Pension costs | 4.6 | 3.6 |
| Share-based incentive scheme | 0.3 | 0.2 |
| Other employee benefit expenses | 3.9 | 3.1 |
| Total | 47.6 | 39.0 |
| Other operating expenses | ||
| Premises costs | 2.3 | 2.0 |
| Marketing and advertising expenses | 4.1 | 3.8 |
| IT costs | 2.0 | 1.7 |
| Consulting | 0.9 | 1.1 |
| Voluntary personnel expenses | 0.8 | 0.6 |
| Rental costs of external personnel | 0.7 | 0.5 |
| Travel expenses | 0.3 | 0.1 |
| Other administrative expenses | 2.8 | 1.9 |
| Total | 13.8 | 11.7 |
| For the year ended December 31, |
||
|---|---|---|
| EUR million | 2021 | 2020 |
| Auditors' fees (included in line other administrative expenses on left) |
||
| Audit fees | 0.2 | 0.2 |
| Other audit related services | 0.0 | 0.0 |
| Total | 0.2 | 0.2 |
| Depreciation and amortization by class | ||
| Intangible assets | 1.6 | 0.4 |
| Property, plant and equipment | 10.3 | 9.2 |
| Total | 11.9 | 9.6 |
Kamux purchases most of its used cars as trade-in cars. Kamux also acquires cars from private individuals, car auctions, leasing companies, finance companies, other car dealers, importers and other sources. Materials and services include the cost to acquire used cars and the reconditioning and transportation costs associated with preparing cars for sale. It also includes repair costs associated with repair liability and change in inventories.
Kamux's average number of full-time equivalent employees was 848 during the financial period 2021 and 713 in 2020. Employee remuneration is based on fixed and variable salary. The proportionate share of the variable compensation is significant and is based on the achievement of individually determined sales targets. In addition, some employees have car allowance, telephone allowance and internet access at home.
Kamux's pension arrangements are classified as defined contribution plans. The Finnish statutory pension plan under TyEL is arranged through insurance companies and provides pension benefits based on the years of employment and earnings. The retirement age of the old-age pension under TyEL is 63–68 years. Employees in Sweden and Germany belong to defined contribution plans. For the employees in Sweden, an additional pension plan, classified as a defined contribution plan, was taken into use in 2021. In Sweden, retirement age is 61-67 years, and in Germany 65-67 years.
In defined contribution plans, insurance contributions are paid to insurance companies and recognized as an expense in the financial period the charge relates to. There are no other payment obligations in the defined contributions plans.
Employee benefit expenses in 2021 include EUR 0.3 million and in 2020 EUR 0.2 million costs accrual related to the share-based incentive scheme.
Premises costs consist of premises related costs such as heating, cleaning and electricity, as well as those rental payments for showrooms and office space that are not in the scope of IFRS 16.
Depreciation and amortization
Depreciation on property, plant and equipment include also depreciation on lease assets in accordance with IFRS 16.
| For the year ended December 31, |
||
|---|---|---|
| EUR million | 2021 | 2020 |
| Current tax | 6.9 | 6.1 |
| Tax on previous years | - | -0.0 |
| Change in deferred tax assets and liabilities | -0.1 | -0.9 |
| Total | 6.8 | 5.2 |
| Reconciliation of income tax expense | ||
| Profit before income tax expense | 26.4 | 28.5 |
| Tax calculated at the Finnish tax rate* | 5.3 | 5.7 |
| Non-deductible expenses | 0.2 | -0.1 |
| Difference in foreign tax rates | -0.8 | -0.3 |
| Tax losses carried forward for which a deferred tax asset has not been recognized |
2.1 | 0.7 |
| Other temporary differences for which a deferred tax asset has not been recognized |
0.0 | 0.1 |
| Utilization of previously unrecognized tax losses carried forward | - | -0.3 |
| Deferred tax assets recognized for tax losses carried forward and temporary differences of previous years |
- | -0.7 |
| Tax on previous years | - | -0.0 |
| Other items | -0.0 | -0.0 |
| Income tax expense | 6.8 | 5.2 |
* Tax rate 20% in 2021 and 2020.
>> Read more about deferred tax balances in note 5.5.
Income taxes for the period include current and deferred taxes. Current income tax is the tax to be paid or received with respects to the current financial year, with the application of tax rates that have been enacted or substantively enacted by the balance sheet date. Current income taxes are calculated on the basis of the tax regulations prevailing in the countries in which Kamux operates and generate taxable income. Current tax also includes adjustments for current income tax attributable to earlier periods.
Deferred taxes are recognized on temporary differences that arise between the taxable value and carrying value of assets and liabilities. Deferred tax assets are recognized to the extent that it is probable that they will be utilized against taxable income.
| For the year ended December 31, |
||
|---|---|---|
| EUR million | 2021 | 2020 |
| Profit for the period attributable to Owners of the Company (EUR million) |
19.6 | 23.3 |
| Impact of share-based compensation scheme on number of shares | -47 | -54 |
| Weighted average number of shares outstanding during the period, basic, in thousands of shares |
39,932 | 39,931 |
| Earnings per share, basic (EUR) | 0.58 | |
| Impact of share-based compensation scheme on number of shares | 22 | -29 |
| Weighted average number of shares outstanding during the period, fully diluted, in thousands of shares |
40,001 | 39,955 |
| Earnings per share, fully diluted (EUR) | 0.49 | 0.58 |
Basic EPS is calculated by dividing the consolidated profit for the period attributable to the owners of the Company with the weighted average number of shares outstanding during the year excluding the treasury shares.
Diluted EPS is calculated on the same basis as Basic EPS except that it reflects the impact of any potential commitments the Group has to issue shares in the future.
INVENTORY
TRADE AND OTHER RECEIVABLES
TRADE AND OTHER PAYABLES
PROVISIONS AND OTHER COMMITMENTS
Net working capital
Due to its effective process to acquire used cars, Kamux is able to offer a broad collection of different car brands at competitive prices. Kamux acquires cars from car auctions, leasing companies, other car dealers, finance companies, importers, private persons and other sources. Kamux purchases most of the used cars from customers as trade-in cars as part of the used car sale. Inventory is located in different showrooms. Every salesman is able to sell used cars from all Kamux's showrooms utilizing the Group-wide inventory information. Inventory management is well organized and advanced IT-systems are utilized to achieve an optimal balance between cars in inventory and quick inventory turnover.
Inventories amounted to EUR 132.8 million on December 31, 2021. On December 31, 2020 inventories amounted to EUR 93.6 million.
Revaluations of inventories to net realizable value amounted to EUR -0,2 million during 2021. In 2020 write-downs amounted to EUR 0.2 million. These revaluations were recognized through profit or loss during the financial years and were included in changes in inventory in line item "materials and services". In accordance with management's estimate, the market situation caused by the corona pandemic has not given a reason to recognize material exceptional inventory write-downs in the balance sheet as per December 31, 2021.

Inventory turnover is calculated as follows: Inventory on average during the period (average of the beginning and ending inventory of the year) divided by "Materials and services" expense item during the reporting period, multiplied by 365.
Inventory is measured at lower of cost and net realizable value. The cost of an individual car included in the inventory balance is determined using the purchase price for the car including directly attributable repair costs for reconditioning the car for selling purposes.
At each reporting date, a detailed review for net realizable value is executed for cars that have been in inventory for more than 90 days. Any adjustments to net realizable value are expensed through profit or loss.
The estimated selling price of the car (net realizable value) at the reporting date is determined based on the managerial judgment, market information and historical data. If the estimated selling price of the car is lower than the cost, the inventory value for the car will be written down.
| At December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| Trade receivables | 9.4 | 10.4 |
| Prepaid expenses and accrued income | 5.4 | 3.7 |
| Other receivables | 3.3 | 2.5 |
| Total | 18.1 | 16.6 |
| Material items included in prepaid expenses and accrued income | ||
| Insurance and finance commission fees | 4.8 | 3.0 |
| Other | 0.6 | 0.7 |
| Total | 5.4 | 3.7 |
Trade receivables consist mainly of receivables from finance companies, with the exception of insignificant amounts of receivables from individual customers to whom Kamux has sold a car with a short-term payment period. Generally, receivables originate when there is a temporary time lag between the approved credit decision (i.e. when revenue is recognized) and a payment is made by the finance company. However, once the finance company has approved the credit application of Kamux's customer, the credit risk of the car sale is borne by the finance company.
Kamux has a temporary credit risk from finance companies between the approved credit decision and payment. The Company mitigates the credit risk by dealing with highly rated finance company counterparties.
At the end of the financial year there was no need for an impairment based on the provision matrix due to non-existence of material past due trade receivables as of December 31, 2021. The coronavirus pandemic during the year 2021 did not cause need to recognize any material credit losses on trade receivables in the Kamux Group. Impairment losses of trade receivables recognized in profit or loss amounted to EUR 0.0 million during the year 2021. In 2020 impairment losses of trade receivables were EUR 0.1 million.
Other receivables comprise mainly from receivables related to value added taxes.
In accordance with IFRS 9 Financial Instruments –standard the impairment of financial asset is based on the expected credit loss method. The significant financial assets of Kamux are trade receivables arising from normal business operations. For these trade receivables the group applies a simplified provision matrix approach. According to this approach, a loss is recognized by using the provision matrix, except for situations where financial assets are assessed to be impaired due to credit risk. In Kamux the amount of impairment losses from trade receivables has been historically low.
| At December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| Trade payables* | 6.8 | 10.2 |
| Accrued expenses and deferred income | 10.9 | 9.2 |
| Other payables** | 24.2 | 8.0 |
| Total | 41.9 | 27.3 |
| Material items included in accrued expenses and deferred income | ||
| Accrued salaries | 6.5 | 5.6 |
| Accrued interests | 0.0 | 0.0 |
| Other accrued expenses*** | 4.4 | 3.5 |
| Total | 10.9 | 9.2 |
* Trade payables also include short term car financing-related loans transferred to Kamux in connection with the purchases of the trade-in cars of EUR 0.8 million as of December 31, 2021 and EUR 0.6 million as of December 31, 2020. Loans to the finance companies are paid within a short period after the purchase of the car.
** Other payables include EUR 20.9 million in December 31, 2021 and EUR 1.9 million in December 31, 2020 as estimated car tax liabilities waiting for tax authority's car tax decisions relating to sold cars.
*** Other accrued expenses relate to deferred revenue from sales of Kamux Plus as of December 31, 2021 and 2020.
Carrying values of trade and other payables correspond to their fair values due to the short-term nature of these payables.
Kamux owns a car showroom building in Nedderfeld, Germany, which is located on the land area Kamux is renting. Kamux has leased the land area for five years, and the lease may be extended. Kamux has an obligation to demolish the building at Kamux's own expense at the end of the lease. This obligation is recognized in the balance sheet on December 31, 2021 as a non-current provision of EUR 0.4 million.
Kamux's current provisions comprise of repair liability provision and other provisions.
Other provisions comprise mainly from cost provision related to the ongoing juridical processes against a local procurement partner in Kamux's German subsidiary.
| EUR million | Other provisions | Repair liability provision |
Decommissioning obligation |
Total |
|---|---|---|---|---|
| Jan 1, 2021 | - | 3.1 | 0.4 | 3.4 |
| Increases in provisions | 0.2 | 0.2 | - | 0.3 |
| Provisions realized | -0.0 | - | - | -0.0 |
| Dec 31, 2021 | 0.1 | 3.3 | 0.4 | 3.7 |
| Current provisions at Dec 31, 2021 | 0.1 | 3.3 | - | 3.4 |
| Non-current provisions at Dec 31, 2021 | - | - | 0.4 | 0.4 |
| EUR million | Other provisions | Repair liability provision |
Decommissioning obligation |
Total |
|---|---|---|---|---|
| Jan 1, 2020 | - | 2.7 | 0.4 | 3.1 |
| Increases in provisions | - | 0.4 | - | 0.4 |
| Provisions realized | - | - | - | - |
| Dec 31, 2020 | - | 3.1 | 0.4 | 3.4 |
| Current provisions at Dec 31, 2020 | - | 3.1 | - | 3.1 |
| Non-current provisions at Dec 31, 2020 | - | - | 0.4 | 0.4 |
Loans against which guarantees and mortgages have been given
| At December 31, | |||
|---|---|---|---|
| EUR million | 2021 | 2020 | |
| Loans | 25.4 | 16.9 | |
| guarantees given against loans | 104.0 | 104.0 |
| At December 31, | |||
|---|---|---|---|
| EUR million | 2021 | 2020 | |
| Rent and other payment guarantees | 0.4 | 0.5 |
Kamux has given business mortgages amounting to EUR 104.0 million at 31 December 2021 and EUR 104.0 million as of December 31, 2020 as a security for its loans from financial institutions. In addition, the Company has given an unlimited general guarantee on the behalf of the subsidiaries of Finland and Sweden and pledged their shares.
CAPITAL MANAGEMENT AND NET DEBT
FINANCE EXPENSES
Capital management
and net debt
The Group's objective when managing capital (net debt and total equity) is to ensure the continuity of its operations and maintain optimal returns to shareholders. Management aims to maintain an optimal capital and funding structure that ensures the lowest cost of capital available to the Group.
In order to maintain or adjust its capital structure, the Group may adjust the amount of dividends paid to shareholders or issue new shares.
The Group monitors capital on the basis of net debt and equity. Net debt is calculated as financial liabilities ("current and non-current borrowings and lease liabilities" in the consolidated balance sheet) less cash and cash equivalents.
Cash and cash equivalents
Cash and cash equivalents consist mainly of cash, demand deposits and other short-term highly liquid investments.
| At December 31, | |||
|---|---|---|---|
| EUR million | 2021 | 2020 | |
| Cash and bank accounts | 0.9 | 7.2 | |
| Commercial papers (1–3 months) | - | 4.0 | |
| Total cash and cash equivalents | 0.9 | 11.2 |
The Group borrows money from financial institutions in the form of bank loans and bank overdrafts. The Group's loans have floating interest rates and the Group may use interest rate swaps to limit the interest rate risk related to floating interest rates of the loans. The Group also borrows money from the financial markets by issuing commercial papers.
Lease liabilities comprise of future rental payments of showrooms and office premises that have been discounted to present value.
Interest bearing liabilities and net debt
| At December 31, | |||
|---|---|---|---|
| EUR million | 2021 | 2020 | |
| Non-current interest-bearing liabilities |
|||
| Bank loans | 13.0 | 14.9 | |
| Lease liabilities | 36.4 | 39.1 | |
| Total non-current interest-bearing liabilities |
49.4 | 54.0 | |
| Current interest-bearing liabilities | |||
| Bank loans | 7.0 | 2.0 | |
| Bank overdrafts | 5.5 | - | |
| Issued commercial papers | - | - | |
| Lease liabilities | 9.5 | 8.6 | |
| Total current interest-bearing liabilities |
22.0 | 10.6 | |
| Total interest-bearing liabilities | 71.3 | 64.7 | |
| Less cash and cash equivalents | -0.9 | -11.2 | |
| Net debt | 70.4 | 53.5 |
In Spring 2020 Kamux renewed the five-year credit facility agreement of EUR 40 million with Nordea Bank Corporation. The renewed credit facility agreement includes a five-year term-loan of EUR 18 million and a revolving credit facility of EUR 22 million. In December 31, 2021, EUR 15.0 million of the term-loan was in use. The term loan is currently repaid in bi-annual installments of EUR 1.0 million. The loans mature on March 31, 2025.
Fair values for Kamux's borrowings are determined by discounting the estimated cash flows to be paid at the market rate of the reporting date, considering the risk premium. Different terms and conditions of the loans (maturity, subordination, collateral) are taken into account in the measurement. Bank loans are classified as Level 2 in the fair value hierarchy due to the use of unobservable inputs, including Kamux's own estimates for risk premium.
In June 2021, Kamux Corporation issued the first commercial paper in the Company's history, totaling EUR 15.0 million. The commercial paper was set to mature in December 2021. The financing collected through the commercial paper was used to fund working capital and the construction of the Oulu showroom and processing center.
Bank loans are measured initially at fair value, net of transaction costs. Bank loans are subsequently carried at amortized cost. Interest expenses and transaction costs are amortized over the term of the loan and recognized as finance cost using an effective interest rate method. Borrowings are derecognized when the loan has been repaid or liability has been extinguished for example in connection with refinancing.
Fair values and nominal values of the derivatives
| At December 31, | |||
|---|---|---|---|
| EUR million | 2021 | 2020 | |
| Foreign currency derivatives | |||
| Fair value | -0.1 | -0.0 | |
| Value of underlying instrument | 14.7 | 5.5 |
Financial assets and liabilities recorded at fair value through profit and loss consist of derivatives. Derivatives are measured and recognized in the balance sheet according to their fair value at the trade date. Subsequent fair value changes of open derivatives are recognized directly in the finance income and finance costs in the statement of comprehensive income. The Group's derivatives consist of foreign exchange derivatives to hedge foreign exchange rate risk. These derivatives are not subject to hedge accounting.
Derivatives consist of foreign exchange forwards. These derivatives are included in Level 2 and their fair value is calculated as the present value of the estimated future cash flows based on observable foreign exchange rates. The nominal value of open foreign exchange forwards was EUR 14.7 million on December 31, 2021 and EUR 5.5 million on December 31, 2020.
Management of liquidity risk aims to ensure that Kamux is able to meet its finance obligations. Kamux's financing requirement is covered by both optimizing of operating activities and external financing in order to ensure that Kamux has continually sufficient liquidity or has access to an adequate amount of committed credit facilities. Liquidity risks are monitored and managed centrally in the Group's finance department where the availability of financing is managed daily based on rolling forecasts.
The maturity of financial liabilities is monitored regularly. As of December 31, 2021, Kamux had cash and cash equivalents of EUR 0.9 million and as of December 31, 2020, EUR 11.2 million. In addition, Kamux had access to unused credit facilities and bank overdrafts of EUR 11.5 million as of December 31, 2021 and EUR 22.0 million as of December 31, 2020.
Kamux has entered into a five-year credit facility agreement of EUR 40 million with Nordea Bank Corporation. The credit facility agreement includes a five-year term loan of EUR 18 million and a revolving credit facility of EUR 22 million. In addition to the revolving credit facility, Kamux has a lease guarantee facility of EUR 0.4 million. At the end of the reporting period, EUR 15.0 million of the term-loan was in use. The term loan is currently repaid in bi-annual installments of EUR 1.0 million.
In June 2021, Kamux Corporation issued the first commercial paper in the Company's history, totaling EUR 15.0 million. The commercial paper was set to mature in December 2021. The financing collected through the commercial paper were used to fund working capital and the construction of the Oulu showroom and processing center.
Loans from the financial institutions include the following covenants: net debt in proportion to adjusted EBITDA, equity as a portion of the balance sheet total and inventory turnover. The interest margin is variable and depends on the ratio of net debt and adjusted EBITDA. Kamux has given business mortgages amounting to EUR 104.0 million as of December 31, 2021 as a security for the loans from financial institutions. In addition, the Company has given an unlimited general guarantee on behalf of the subsidiaries in Finland and in Sweden and pledged the shares of the Finnish and Swedish subsidiaries.
According to specific terms and conditions of the bank loan agreements, the most significant transactions require a prior written approval by the financial institution, including ordinary terms and conditions protecting the creditor.
| EUR million | Less than 3 months |
3 months –1 year |
1–2 years | 2–3 years | 3–4 years | 4–5 years | More than 5 years |
|---|---|---|---|---|---|---|---|
| Dec 31, 2021 | |||||||
| Lease liabilities | 1.0 | 3.1 | 8.8 | 6.8 | 4.3 | 3.6 | 13.8 |
| Loans | 11.6 | 1.2 | 2.2 | 2.2 | 9.1 | - | - |
| Accounts payables | 6.8 | - | - | - | - | - | - |
| Derivatives | - | 0.1 | - | - | - | - | - |
| Dec 31, 2020 | |||||||
| Lease liabilities | 2.3 | 6.8 | 8.4 | 7.7 | 5.0 | 4.0 | 15.0 |
| Loans | 1.1 | 1.2 | 2.2 | 2.2 | 2.2 | 9.1 | - |
| Accounts payables | 10.2 | - | - | - | - | - | - |
| Derivatives | - | 0.0 | - | - | - | - | - |
Interest rate risk
The Group's bank loans comprise of long-term floating rate loans and interest-bearing credit limit facilities. Due to the Euribor-tied loans, Kamux is subject to the cash flow risk arising from floating rate loans.
To manage the interest rate risk, Kamux may use interest rate swaps, as needed, in order to reduce the cash flow risk arising from floating rate loans. With this course of action, Kamux aims to limit the impact of interest rate volatility in the Group's finance costs to acceptable levels.
Effective interest rates of bank loans were 1.12% at the end of 2021 and 1.12% at the end of 2020.
Based on the sensitivity analysis, if interest rates had been 1.0 percentage points higher with all other variables held constant, the recalculated post-tax profit for the period and equity would have been EUR 0.1 million smaller in 2021 and EUR 0.2 million smaller in 2020. Interest rate sensitivity has been calculated by shifting the interest curve by 1.0 percentage points (due to low market interest environment the lower scenario has not been presented). The interest position includes all external variable rate loans and interest rate swaps.
Kamux is mainly exposed to transaction risk related to the Swedish krona and the risk that arises when the parent company's investments in the Swedish subsidiaries are translated into euros. Foreign exchange risk relating to Swedish operations arises basically from
intra-Group finance transactions and trade payables from Swedish vendors and subsidiaries incurred in operating activities between the Group companies. Foreign exchange risk is not significant for the Group and these items are hedged as needed by using foreign exchange derivatives and/or holding cash nominated in Swedish krona in Group's bank accounts. In December 31, 2021 the Group had foreign exchange derivatives with mature under 12 months to hedge against the foreign exchange risk arising from above mentioned transactions.
The remainder of the Group's income and expenses are generated almost exclusively in euros. According to the Company's treasury policy, all intercompany financing is issued in the subsidiary's functional currency.
The Group's net investment in companies outside the Eurozone consists of subsidiary investments in Sweden. Foreign exchange risk associated with the net investment is not hedged.
Foreign exchange risk position includes debts denominated in Swedish krona of Group companies and loan receivables from Swedish subsidiaries. Krona denominated intra-group items, which are exposed to foreign exchange risk, translated at the rate of the balance sheet date were EUR 29.2 million as of December 31, 2021 and EUR 35.5 million as of December 31, 2020. In December 31, 2021 these balances were fully hedged. If the foreign exchange risk would not have been hedged and if the weakening or strengthening of the Swedish krona against euro had been 10 percent, the recalculated post-tax profit for the period had been EUR 2.5 million in 2021 and EUR 2.8 million in 2020 higher or lower based on the sensitivity analysis.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. Kamux considers all of its material counterparties to be creditworthy as they represent large and well-established financial institutions. Kamux's exposure to credit risk is continuously monitored, in particular, if agreed payments are delayed.
The credit risk on cash and cash equivalents is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies. To spread the credit risk, Kamux deposits its cash reserves with different banks.
| For the year ended December 31, |
||
|---|---|---|
| EUR million | 2021 | 2020 |
| Interest expenses | 0.4 | 0.5 |
| Interest expenses on lease liabilities | 0.5 | 0.5 |
| Fair value changes for derivatives | 0.1 | 0.2 |
| Foreign exchange gains and losses, net | 0.5 | 1.4 |
| Other finance income and costs | -0.0 | 0.1 |
| Total | 1.5 | 2.7 |
Finance expenses consist of interest expenses on bank loans and credit limits and realized and unrealized changes on foreign exchange derivatives, exchange rate differences as well as interest expenses on lease liabilities. Transaction costs related to loans are expensed in profit or loss using effective interest rate method.
The effective interest rate is the rate that discounts the estimated future payments through the expected life of a loan to the net carrying amount of the financial liability. The calculation includes all fees paid by the contracting parties and transaction costs.

GROUP STRUCTURE AND CONSOLIDATION
INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT AND LEASE AGREEMENTS
RELATED PARTY TRANSACTIONS
SHARE CAPITAL AND RESERVES
DEFERRED TAXES
EVENTS AFTER THE REPORTING DATE
NEW AND FORTHCOMING IFRS STANDARDS
Other notes
The consolidated financial statements include parent company and its subsidiaries. Subsidiaries refers to entities of which Kamux Group has control. Control exists, when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control or if the subsidiaries have been founded by the Company, from the date of the inception of the subsidiary. Subsidiaries are consolidated until the date that control ceases.
In April 2021, the company Koy Autoportinkaarre was founded as a wholly owned subsidiary of Kamux Corporation. Koy Autoportinkaarre builds the Oulu processing center and showroom for Kamux.
Group's subsidiaries as of December 31, 2021 and December 31, 2020 were as follows:
Intra-Group receivables and liabilities, income or expenses and unrealized profits or losses arising from Intra-Group transactions between the Group companies and intra-Group profit sharing are eliminated in their entirety when preparing the consolidated accounts.
Assets and liabilities in Swedish subsidiaries are translated into euro at the rate prevailing on the balance sheet date. Income and expenses in Swedish subsidiaries are translated into euro using an average rate. Translation differences that arise when translating the financial statements of subsidiaries are recognized in other comprehensive income and accumulated in a separate component of equity, called translation differences.
Foreign currency denominated transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or if items have been revalued, at the measurement dates exchange rates. Foreign exchange gains and losses arising in respect of business operations, such as sales and purchases, are recognized in EBIT. Foreign exchange differences arising from financing transactions are recognized in finance costs.
| Parent company | Country of incorporation | Parent and Group ownership (%) |
Principal activities |
|---|---|---|---|
| Kamux Oyj | Finland | Holding company | |
| Subsidiaries | |||
| Kamux Suomi Oy | Finland | 100 | Sales of used cars |
| Suomen Autorahaksi Oy | Finland | 100 | Dormant company |
| Koy Autoportinkaarre | Finland | 100 | Real estate company |
| KMX Holding AB | Sweden | 100 | Holding company |
| Kamux AB | Sweden | 100 | Sales of used cars |
| Kamux Auto GmbH | Germany | 100 | Sales of used cars |
Koy Autoportinkaarre was established on April 27, 2021 as a fully owned subsidiary.
Subsidiaries have share capital consisting solely of ordinary shares that are held directly by the Group, and the proportion of ownership interests equals the voting rights held by the Group. The country of incorporation of registration is also their principal place of business.
In 2021 there were no acquired businesses or business combinations.
On January 9, 2020 Kamux Suomi Oy, a subsidiary of Kamux Corporation, acquired the Autosilta business from Jagro Oy. On January 10, 2020 Kamux opened a showroom in Espoo Niittykumpu in the former premises of Autosilta. The acquisition cost was paid in cash at the acquisition date. Five employees were transferred into Kamux in the business acquisition.
The fair value recognized in the business acquisition into property, plant and equipment relates to fixed assets and lease agreement. Goodwill arising from the acquisition is presented as a EUR 0.4 million item in the balance sheet at the reporting date. The fair value of the acquired net assets is final. The goodwill is regarded as arising mainly from strengthening of the market position and business location.
The consolidated financial statements 2020 and segment Finland figures include the acquired business' net sales and income after the acquisition. The effect of the transaction on consolidated cash flow is equivalent to the acquisition cost.
The final assets and liabilities recognized in business acquisition from Jagro Oy were as follows:
| EUR million | Fair values recognized in business combination |
|---|---|
| Assets and liabilities of the business acquired | |
| Inventory | 3.3 |
| Trade receivables and other receivables | 0.7 |
| Property, plant and equipment | 0.1 |
| Total assets | 4.1 |
| Trade payables and other payables | 0.0 |
| Total liabilities | 0.0 |
| Net assets | 4.1 |
| Acquisition cost | 4.5 |
| Goodwil | 0.4 |
| Effect on the consolidated cash flow | -4.5 |
As a consequence of the business acquisition the goodwill recognized into the consolidated balance sheet increased as follows:
| Reconciliation of goodwill | |
|---|---|
| Book value Jan 1, 2020 | 13.6 |
| Purchase price allocation | 0.4 |
| Book value on December 31, 2020 | 14.0 |
Goodwill in the balance sheet mainly formed when the parent company, a company established by Intera Fund II Ky, acquired Kamux Oy and its subsidiaries on December 7, 2011. In 2020 the amount of goodwill recognized into the balance sheet increased due to the acquisition of Autosilta business from Jagro Oy. The amount of goodwill arosen from the acquisition amounted to EUR 0.4 million and it was regarded as arising mainly from strengthening of the market position and business location.The amount of goodwill was EUR 14.0 million as of December 31, 2021 and there were no changes in the amount of goodwill during the year 2021. Goodwill is entirely allocated to the operating segment of Finland which is profitable. In accordance with management's estimate, the corona pandemic did not caused any indication of impairment of goodwill.
The Group performs impairment tests annually. The recoverable amount of goodwill related to Finland is based on fair value less costs of disposal (FVLCD), which is determined using a discounted cash flow model. Key estimates used to determine the recoverable amount include sales growth rate, cost development and the post-tax discount rate. Inputs used in the discounted cash flow model are inputs that are not based on observable market data (Level 3 inputs). Calculations are based on 5 years' cash flow projections approved by the management. Long-term growth rate was estimated to be 1% and post-tax discount rate was defined at 7.2% (2020 7.1%). In addition, management reviews observable market data of comparable entities, for example, EBITDA multiples to assess whether there is a significant difference between FLVCD of the group
of CGUs tested and comparable entities market data, which would require Kamux to make changes to the assumptions used in goodwill impairment testing.
As part of the performance review, management has performed sensitivity analyses around the key parameters and the result suggests that a situation in which the carrying value of goodwill and other assets under impairment testing would exceed the recoverable amount is unlikely. Changed parameters used in the sensitivity analyses for 2021 and 2020 impairment testing were:
The sensitivity analyses did not indicate impairment when the parameters above were changed one at a time or all at the same time.
Kamux has capitalized development costs and intangible rights related to IT systems as other intangible assets. In 2021, Kamux invested mainly in new sales management system which is one of the key enablers of Kamux's effective selling process and cost-efficient inventory management. The new sales management systems was fully implemented in the Group during 2021. The capitalized costs consist of external service provider invoices.
The advance payments for intangible assets comprise of development costs of IT systems before the implementation of the systems.
The Group does not have intangible assets with indefinite useful lives except for goodwill.
Goodwill is an intangible asset with indefinite useful life. Goodwill is not amortized but tested for impairment at least annually, or whenever there is an indication that its carrying value would not be recoverable.
Management has determined that each showroom represents a separate cash generating unit (CGU). The impairment review is carried out for the group of cash generating units representing the geographical area of Finland which is the level at which goodwill is monitored by management (read more in Sources of uncertainty and managerial judgements – Goodwill).
Other intangible assets, which are separately identifiable and can be sold separately comprise development costs of IT software and intangible rights. Other intangible assets are amortized on a straight-line basis over the estimated useful life of 3-5 years. The amortization is recognized into profit or loss in accordance with the amortization plan.
2021
| EUR million | Other intangible assets |
Advance payments and intangibles in progress |
Goodwill | Total |
|---|---|---|---|---|
| Acquisition cost at Jan 1, 2021 | 3.5 | 4.5 | 15.5 | 23.5 |
| Translation differences | -0.0 | - | - | -0.0 |
| Increases | 2.7 | 0.3 | - | 3.0 |
| Transfers between items | 4.8 | -4.8 | - | - |
| Acquisition cost at Dec 31, 2021 | 11.0 | 0.0 | 15.5 | 26.5 |
| Accumulated amortization and impairments at Jan 1, 2021 | -3.0 | - | -1.5 | -4.5 |
| Translation differences | 0,0 | - | - | 0,0 |
| Amortization | -1.6 | - | - | -1.6 |
| Accumulated amortization and impairments at Dec 31, 2021 | -4.6 | - | -1.5 | -6.1 |
| Book value at Jan 1, 2021 | 0.6 | 4.5 | 14.0 | 19.0 |
| Book value at Dec 31, 2021 | 6.4 | 0.0 | 14.0 | 20.4 |
2020
| EUR million | Other intangible assets |
Advance payments and intangibles in progress |
Goodwill | Total |
|---|---|---|---|---|
| Acquisition cost at Jan 1, 2020 | 3.3 | 1.4 | 15.1 | 19.7 |
| Translation differences | 0.0 | - | - | 0.0 |
| Business acquisitions | - | - | 0.4 | 0.4 |
| Increases | 0.2 | 3.3 | - | 3.4 |
| Transfers between items | 0.1 | -0.1 | - | - |
| Acquisition cost at Dec 31, 2020 | 3.5 | 4.5 | 15.1 | 23.5 |
| Accumulated amortization and impairments at Jan 1, 2020 | -2.5 | - | -1.5 | -4.0 |
| Translation differences | -0.0 | - | - | -0.0 |
| Amortization | -0.4 | - | - | -0.4 |
| Accumulated amortization and impairments at Dec 31, 2020 | -3.0 | - | -1.5 | -4.5 |
| Book value at Jan 1, 2020 | 0.7 | 1.4 | 13.6 | 15.7 |
| Book value at Dec 31, 2020 | 0.6 | 4.5 | 14.0 | 19.0 |
Management makes significant estimates and judgments in determining the level at which the goodwill is tested and whether there are any indications of impairment.
The goodwill in the Kamux's balance sheet arose mainly in December 2011 when the parent company, a company established by Intera Fund II Ky, acquired Kamux Oy and its subsidiaries. At the time of the acquisition, Kamux operated in Finland through five subsidiaries, including 16 showrooms. The Management views that the excess of the purchase price over the acquired net assets was paid for the business and business concept as a whole and therefore considers that goodwill should be tested at the level of group of CGU's which is Finland.
The forecasted cash flows are based on the Group's past performance and management's best estimate of future sales, cost development, general market conditions and applicable income tax rates.
Management tests the effects of changes to significant estimates used in forecasts by sensitivity analyses in a way described in the section "Goodwill".
| 2021 | Buildings | Machinery | Other | Advance payments | |
|---|---|---|---|---|---|
| EUR million | and structures |
and equipment |
tangible assets |
and tangibles in progress |
Total |
| Acquisition cost at Jan 1, 2021 | 63.0 | 2.0 | 3.7 | - | 68.8 |
| Translation differences | -0.5 | -0.0 | -0.0 | - | -0,5 |
| Increases | 13.9 | 0.2 | 0.3 | 4.0 | 18.3 |
| Decreases | -6.4 | - | - | - | -6.4 |
| Transfers between items | 0.0 | 0.0 | 0.1 | -0.1 | - |
| Acquisition cost at Dec 31, 2021 | 70.0 | 2.3 | 4.1 | 3.8 | 80.1 |
| Accumulated depreciation and impairments at Jan 1, 2021 | -15.8 | -1.0 | -2.5 | - | -19.4 |
| Translation differences | 0.1 | 0.0 | 0.0 | - | 0.1 |
| Depreciation | -9.5 | -0.2 | -0.5 | - | -10.3 |
| Accumulated depreciation and impairments at Dec 31, 2021 | -25.2 | -1.3 | -3.0 | - | -29.5 |
| Book value at Jan 1, 2021 | 47.1 | 1.0 | 1.2 | - | 49.4 |
| Book value at Dec 31, 2021 | 44.7 | 1.0 | 1.1 | 3.8 | 50.6 |
| 2020 | Buildings and |
Machinery and |
Other tangible |
Advance payments and tangibles in |
|
|---|---|---|---|---|---|
| EUR million | structures | equipment | assets | progress | Total |
| Acquisition cost at Jan 1, 2020 | 54.0 | 1.7 | 3.0 | - | 58.7 |
| Translation differences | 0.7 | 0.0 | 0.1 | - | 0.8 |
| Business acquisitions | 0.0 | 0.0 | 0.0 | - | 0.1 |
| Increases | 8.4 | 0.2 | 0.5 | 0.3 | 9.3 |
| Decreases | -0.1 | - | - | - | -0.1 |
| Transfers between items | - | 0.1 | 0.1 | -0.3 | - |
| Acquisition cost at Dec 31, 2020 | 63.0 | 2.0 | 3.7 | - | 68.8 |
| Accumulated depreciation and impairments at Jan 1, 2020 | -7.2 | -0.9 | -1.9 | - | -10.0 |
| Translation differences | -0.2 | -0.0 | -0.0 | - | -0.2 |
| Depreciation | -8.4 | -0.2 | -0.5 | - | -9.2 |
| Accumulated depreciation and impairments at Dec 31, 2020 | -15.8 | -1.0 | -2.5 | - | -19.4 |
| Book value at Jan 1, 2020 | 46.7 | 0.8 | 1.1 | - | 48.6 |
| Book value at Dec 31, 2020 | 47.1 | 1.0 | 1.2 | - | 49.4 |
Property, plant and equipment comprise of right-ofuse-assets of leasing agreements on showrooms, capitalized renovation as well as modernization expenses, office furniture, machinery and equipment and car showroom building in Nedderfeld, Germany, which was acquired in 2016.
In 2021 founded group company Koy Autoportinkaarre built the Oulu processing center and showroom for Kamux. The cots arosen during the building period are included into advance payments in tangible assets.
Property, plant and equipment are depreciated on a straight-line basis over the estimated useful life of 15 years for the showroom building in Germany and 3-5 years for the machinery and equipment as well as for the other tangible assets.
The depreciations are recognized into profit or loss in accordance with the depreciation plan.
The Group does not capitalize borrowing costs and there are no tangible assets pledged as security for liabilities.
Kamux applies IFRS 16 in recognition of lease agreements. In accordance with IFRS 16 Kamux recognizes almost all leases on the balance sheet. The standard requires recognition of an asset i.a. the right to use the leased item and a financial liability to pay rentals for virtually all lease contracts.
Lease agreements recognized into Kamux's balance sheet comprise mainly of rental agreements of showrooms and office premises. Kamux inventory is located in the showrooms and the sales of cars takes place mainly in the showrooms. The right-of-use asset and the non-current and current lease liabilities arising from the lease agreements are presented in the balance sheet as row items "Lease assets" and "Lease liabilities".
Lease agreements may contain both lease and non-lease components. Kamux applies the treatment in accordance with IFRS 16 only to lease components and recognizes the expenses arising from non-lease components into profit or loss as other operating expenses.
Lease agreements of the showrooms or office premises are negotiated on an individual basis resulting in agreements with different terms and conditions. Lease agreements are typically either cancellable or 1- to 10-year fixed term contracts. Agreements usually include the option of extending the lease after the original date of termination.
Assets and liabilities arising from a lease are initially measured on a present value basis. The present value of a lease liability is determined by discounting the estimated future lease payments during the lease period. The right-of-use asset is initially measured at cost corresponding with the amount of the lease liability and it can be adjusted by the direct costs or incentives obtained relating to the lease agreement.
The right-of-use asset is depreciated over the asset's useful life which in Kamux usually corresponds with the lease term.
The lease assets are derecognized against the lease payments and as finance expenses. The finance expense recognized into profit or loss reflects the amount of interest for certain period arising from the lease liability.
Kamux applies the optional exemption that exists for short-term and low-value leases. Short-term leases and leases of low-value assets are recognized on a straight-line basis as an expense in profit or loss as other operating expenses. Short-term leases are leases with a lease term of 12 months or less and low-value assets are leases with total value EUR 5,000 or less. Short-term and lowvalue leases in Kamux Group are for example leases of parking areas nearby the showrooms or job-related housing of the personnel.
Management makes critical judgments and assessments in determination of the lease terms of the lease agreements. Also determination of the discount rates for the lease liabilities requires management judgment.
The lease agreements of the Group's showrooms and office premises can be divided into following groups regarding to lease terms: agreements made for the time being and fixed-term agreements. Fixedterm agreements can include an option for an extension period following the fixedterm or they can continue as agreements for time being after the fixed-term. Kamux has entered also in fixed-term agreements which cannot be extended according to the initial agreement.
The management assesses a lease term of each lease agreement on an individual basis. In determining the lease term for each lease agreement the management considers the following factors, among others: Has Kamux or the lessor an unilateral right to serve notice of termination on the agreement or to decide about the
extension period or is the decision made by both lessee and lessor together? Is it probable that the extension period will be exercised? What is the historical data about lease terms of lease agreements in Kamux?
The lease term is initially assessed at the date an agreement is signed and the term is reassessed at least annually and every time when the agreement is changed with an effect on the lease term.
The future lease payments are discounted by using a discount rate prevailing at the date of signing a lease agreement. When the interest rate implicit in the lease cannot be determined, which is generally the case for leases in the Group, the lessee's incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset similar value to the right-of-use asset in a similar economic environment with similar terms and conditions of agreement.
| EUR million | Lease assets | Lease liabilities |
|---|---|---|
| Jan 1, 2021 | 46.9 | 47.7 |
| Increases | 13.9 | 13.8 |
| Decreases | -6.4 | -6.4 |
| Depreciation | -9.5 | - |
| Exchange rate differences and other changes |
-0.4 | -0.3 |
| Interest expenses | - | -0.5 |
| Repayments of lease liability | - | -8.4 |
| Dec 31, 2021 | 44.6 | 45.9 |
| EUR million | 2021 | 2020 |
|---|---|---|
| Depreciation of lease assets | -9.5 | -8.4 |
| Interest cost from lease liabilities | -0.5 | -0.5 |
| Costs from short-term leases | -0.0 | -0.1 |
| Costs from service components included in lease agreements |
-0.3 | -0.3 |
| Total expense in the statement of comprehensive income |
-10.3 | -9.3 |
In 2021, the cash outflow from lease agreements amounted to EUR 9.2 million (EUR 8.3 million in year 2020).
| EUR million | Lease assets | Lease liabilities |
|---|---|---|
| Jan 1, 2020 | 46.4 | 46.6 |
| Increases | 10.0 | 8.8 |
| Decreases | -1.6 | -0.4 |
| Depreciation | -8.4 | - |
| Exchange rate differences and other changes |
0.6 | 0.6 |
| Interest expenses | - | -0.5 |
| Repayments of lease liability | - | -7.5 |
| Dec 31, 2020 | 46.9 | 47.7 |
An incremental borrowing rate of 1.05% was used in years 2021 and 2020 as a discount rate for the future lease payments.
Related parties of the Group consist of the parent company and the Group companies mentioned in note 5.1. Related parties are also key management personnel and their close family members as well as entities controlled by them. Key management personnel are the members of the Board of Directors, CEO and Management Team.
| For the year ended December 31, |
|||
|---|---|---|---|
| EUR million | 2021 | 2020 | |
| Sales of used cars | 0.1 | 0.1 | |
| Purchases of used cars | -0.1 | -0.2 | |
| Consulting expenses | - | -0.0 |
| At December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| Lease liabilities | 2.1 | 3.9 |
Kamux's key management personnel, members of the Board of Directors and their family members have a right to buy cars from Kamux and sell cars to Kamux in accordance with the personnel policy applicable to the whole staff.
During the comparative year 2020, consulting expenses comprised consultancy fees paid to Virtanen Consulting GmbH, controlled by Matti Virtanen. The fees were related to the Group's geographical expansion.
The Group has leased from the CEO, his close family members and the companies controlled by them four locations with lease agreements made for the time being and fixed-term lease agreements for 1-10 years. Group's lease liabilities for related party include the
present value of future lease payments for the above mentioned showrooms.
Transactions with related parties were made on an arm's length basis.
The Company has established a management co-investment arrangement for certain key management personnel and other key employees. The co-investment arrangements have been made with key employees of the Company employed before or during 2011–2017. The co-investment arrangement includes shareholders who have been shareholders before the ownership structure was formed in December 2011 and shareholders who have joined the Company as key employees after the 2011 ownership changes. The co-investments of key employees who have invested after the 2011 ownership changes but before the Company's listing to Nasdaq Helsinki Oy stock exchange main list on May 2017, are subject to the IFRS 2 standard.
According to the agreements, the key employees of the arrangements have invested in shares issued by the Company. Investments made by key employees were carried out at the same valuation basis and substantially on the same terms as the investments made by the controlling owner.
The co-investment arrangement contains a sharebased payment, but the valuation at the grant date indicates that the co-investments made and possible proceeds to employees do not contain additional benefits when compared to the controlling owner. As the Company does not have a contractual obligation to redeem the leavers in cash, and the Company has not, prior to 2016, used its right to redeem the shares
of key employees' shares as their employment ends, the arrangement is classified as equity-settled share-based payment under IFRS. Accordingly, with the grant date fair value of the share-based payment being zero, no expense has been recognized in financial statements.
Holdings of the Board of Directors, CEO and Management Team of the Company's outstanding shares as of December 31, 2021 are presented in the following table:
| Ownership | |
|---|---|
| Members of the Board of Directors | 0.27% |
| CEO | 14.61% |
| Other Management Team | 0.04% |
The Group estimates whether the other management holdings than earned as a part of a share-based payment incentive plan, include an incentive plan. Judgment is required when classifying the plan (as cash or equity-settled payments or arrangement with alternatives) and measuring the plan. Fair values of grant dates of the benefits, including in the arrangements have to be assessed for measurement.
The Board of Directors decides on the remuneration and its criteria for the CEO and members of the Management Team. The salary of the CEO and members of Management Team consists of a monthly salary, bonus and share-based incentive arrangement. The Board of Directors decides the terms of bonuses annually. The CEO's and Management Team's bonuses are paid on the basis of personal goals set for the financial year and certain profitability targets. In 2021, the bonus percent of total wages may not exceed 45 percent for CEO and 45 percent for other Management Team members.
The Group CEO is entitled to the statutory pension and the retirement age is determined within the framework of statutory earnings-related pension plans. The CEO's retirement age is 63 years under the current legislation. Termination period for the CEO's employment contract is 6 months, and he/she is entitled to the salary for the termination period as well as the performance bonus until the termination date. In addition, if the Company terminates the contract, CEO is entitled under certain conditions to the amount corresponding to twelve months' total salary.
| For the year ended December 31, | ||
|---|---|---|
| EUR thousand | 2021 | 2020 |
| Management Team salaries and other benefits (except CEO) | ||
| Wages, salaries and benefits | 1,169 | 1,369 |
| Pension costs -defined contribution plans | 203 | 270 |
| Share-based benefits | 184 | 47 |
| Total | 1,556 | 1,686 |
| CEO salaries and benefits | ||
| Wages, salaries and benefits | 315 | 263 |
| Pension costs -defined contribution plans | 55 | 51 |
| Share-based benefits | 98 | 10 |
| Total | 469 | 324 |
| For the year ended December 31, | ||
|---|---|---|
| EUR thousand | 2021 | 2020 |
| CEO salaries and benefits | ||
| Harri Sivula | 60 | 47 |
| Reija Laaksonen | 32 | 27 |
| Antti Mäkelä | 32 | 20 |
| Jokke Paananen | 30 | 27 |
| Tuomo Vähäpassi (from April 21, 2020) | 33 | 20 |
| Tapio Pajuharju (from April 21, 2021) | 20 | - |
| David Nuutinen (until April 20, 2021) | 14 | 27 |
| Matti Virtanen (until April 21, 2020) | - | 12 |
| Total | 221 | 179 |
| Management and Board of Directors compensation in total | 2,246 | 2,188 |
In the financial year 2021 the employee benefit expenses included EUR 0.3 million and in 2020 EUR 0.2 million costs accrual related to the share-based incentive plan. The key terms and conditions for the earnings periods are described in the table below.
Share-based incentive plan for years 2021—2023 In February 2021 the Board of Directors of Kamux Corporation decided to approve the new long-term share-based incentive plan for the Group's key personnel for years 2021−2023. The plan is divided into three one-year earning periods, the first of which began at the beginning of the year 2021. Any rewards paid from the plan will be based on achieving the revenue target and the adjusted EBIT target set by the Board of Directors. In addition, the plan includes an additional component based on the market value of the Company. Based on the additional component, if the criteria is met, additional shares are distributed after the end of the 2023 earnings period.
Any rewards resulting from the plan LTI2021 will be paid in shares and/or in cash after the end of the earnings period during spring 2022.
The net shares paid as a reward will be subject to a transfer restriction during the commitment period. The commitment period begins when the reward is paid and ends on 30 April 2024.
The entire plan is accounted for as an equity-settled payment with net settlement features. The fair value of the plan was determined on the grant date. The fair value of the plan is expensed during the three years until the end of the commitment period April 2024.
Share-based incentive plan for years 2017—2020 In April 2017, the Board of Directors of Kamux Corporation decided to establish a share-based incentive scheme for the Group's key personnel. The sharebased incentive scheme comprises of separate yearly incentive plans based on the judgment of the Board of Directors of Kamux Corporation. The key personnel belonging to the scheme are Manangement Team members and also other key management personnel.
The earnings criteria applicable to years 2019–2020 plans are equivalent to each other by their essential parts. The amount of any gross reward paid pursuant to the plan for the earnings period is determined by the achievement of goals set for the earnings criteria. The earnings criterion applicable for the 2019 earnings period was achieving the EBIT target for 2019 set by the Board of Directors and the earnings criterion applicable for the 2020 earnings period was achieving the EBIT target for 2020 set by the Board of Directors. Rewards resulting from the plan LTI2019 were paid in shares and cash during spring 2020. Rewards resulting from the plan LTI2020 were paid in shares and cash during spring 2021.
The plans are accounted for as an equity-settled payment with net settlement features. The plans have one year earnings period followed by a two-year commitment period. The fair value of the plans were determined on the grant date. The fair value of the each plan is expensed during the three years until the end of the commitment period.
| Share-based incentive plan | LTI2021 | LTI2020 |
|---|---|---|
| Nature of the scheme | Shares | Shares |
| Initial grant date | February 26, 2021 | January 16, 2020 |
| Maximum amount of shares granted, pcs | 370,000 | 181,400 |
| Earnings and commitment period, years | 3 | 3 |
| Vesting conditions | To reach the revenue and EBIT target and remaining employment contract on Apr 30, 2024 |
To reach the EBIT target and remaining employment contract on Dec 31, 2022 |
| Number of people entitled to participate | 32 | 23 |
| Payment method | Share and/or cash | Share and/or cash |
Kamux's share-based incentive plans are considered as equity-settled payments, and the compensation costs are recognized based on the number of gross shares awarded. Any rewards resulting from the plans will be paid after the end of the earnings period in the company's shares unless the Board of Directors decides to pay the reward partly or fully in cash. Where an employer is obliged to withhold an amount for the employee's tax obligation associated with a share-based payment and pay that amount to the tax authority, the whole award will be treated as if it was equity-settled provided it would have been equity-settled without the net settlement feature.
The earnings period for the yearly plans granted under the incentive scheme is a calendar year, followed by a two-year commitment period for the plans 2019-2020. For the plans 2021-2023 the commitment period ends in spring 2024. The fair value of a share incentive is determined on the grant date of each yearly plan. This fair value of the plan is expensed until the end of the commitment period. The accrued expense is annually adjusted to correspond the actual amount of granted shares. The plan for 2021-2023 includes also an additional component based on the market value of the Company. Based on the additional component, if the criteria is met, additional shares are distributed after the end of the 2023 earnings period. The effect of the plans in profit or loss is presented in personnel expenses and the corresponding increase is presented in the equity.
| LTI2021 | LTI2020 | |
|---|---|---|
| Weighted average of share prices on grant dates, EUR | 14.72 | 7.74 |
| Return on equity requirement, % | - | 11.29% |
| Estimated wastage during the vesting period, % | 15.00% | 10.00% |
| Fair value of the scheme on the grant date, MEUR | 0.9 | 0.6 |
| Share price at reporting period end, EUR | 11.47 | - |
| Expected dividends, EUR | 0.66 | - |
| Expected volatility, %* | 37.01% | - |
| Risk-free rate, %* | -0.62% | - |
| Valuation model* | Monte Carlo simulation with Geometric Brownian Motion |
- |
* These parameters were only used for valuation of the market based criteria.
| shares | 2021 | 2020 |
|---|---|---|
| January, 1 outstanding | 88,821 | 151,403 |
| Earned during the period | 142,317 | 9,383 |
| Vested during the period | -73,412 | -44,988 |
| Forfeited during the period | -48,103 | -26,977 |
| December 31, outstanding | 109,623 | 88,821 |
Movements in the number of outstanding shares, treasury shares and total registered shares during the financial periods were as follows:
| Number of shares, 1,000 pcs | Shares outstanding |
Treasury shares |
Total shares | Treasury shares EUR million |
|---|---|---|---|---|
| January 31, 2020 | 40,015 | 2 | 40,017 | - |
| Acquisition of treasury shares | -82 | 82 | - | -0,5 |
| Conveyance of treasury shares | 52 | -52 | - | 0,3 |
| Return of share-based payments | -11 | 11 | - | - |
| December 31, 2020 | 39,974 | 44 | 40,017 | -0,2 |
| Conveyance of treasury shares | 11 | -11 | - | 0,1 |
| Return of share-based payments | -3 | 3 | - | - |
| Conveyance of treasury shares on an accrual basis |
- | - | - | 0,1 |
| December 31, 2021 | 39,981 | 36 | 40,017 | -0,0 |
The Company has one share class and each share has an equal right to dividend. Each share carries one vote at the general meeting. All issued shares are fully paid and they do not have par value.
Dividend distribution, acquisition or redemption of the treasury shares or other distribution of funds to the Company's shareholders require the fulfilment of certain terms of the financing agreement. For the financial year 2021, the Board of Directors proposes a dividend of EUR 8.0 million calculated for the outstanding shares at December 31, 2021 (EUR 0.20 per share). The Company paid a dividend of EUR 9.6 million (EUR 0.24 per share) in spring and autumn 2021 in two instalments.
The Board proposes that the dividend for the financial year 2021 will be paid in two instalments. The first dividend instalment, EUR 0.08 per share, is to be paid to shareholders registered in the Company's register of shareholders maintained by Euroclear Finland Ltd on the first dividend instalment payment record date of April 22, 2022. The Board proposes that the first dividend
instalment pay date be April 29, 2022. The second dividend instalment is to be paid to shareholders registered in the Company's register of shareholders maintained by Euroclear Finland Ltd on the second dividend instalment payment record date of October 21, 2022. The Board proposes that the second dividend instalment pay date be October 28, 2022. The Board proposes that it be authorized to decide, if necessary, on a new dividend payment record date and pay date for the second instalment if the rules and statutes of the Finnish book-entry system change or otherwise so require.
The subscription price of new shares is recognized as share capital unless it is determined in the share issue decision to be booked entirely or partly into the reserve for invested unrestricted equity. Payments to the reserve for invested unrestricted equity can be also done without a share issue. The number of shares which have been paid but not yet registered at the end the financial year are entered to the share issue account.
The Company's share capital is EUR 80 thousand.
Movements in the equity reserves are as follows: Conveyance and returning of treasury shares in 2021
In April 2021, the Company transferred a total of 4,894 shares held by the Company to key personnel of Kamux Group for the payment of the share-based incentive plan of 2020. In May, the Company transferred a total of 5,656 shares held by the Company to the Members of the Board of Directors as a part of their annual compensation. In consequence to the conveyances, the retained earnings increased by EUR 0.1 million. In 2021 a total of 3,313 shares were returned to the Company without consideration due to the termination of employment of persons covered by the plan. At the end of the financial year, the Company held 36,502 treasury shares, representing 0.09% of all shares.
In March 2020 the Company acquired 82,360 own shares from the stock market. In consequence to the acquisition the retained earnings decreased by EUR 0.5 million. In April 2020, the company issued a total of 40,729 shares held by the company to the key personnel of the Kamux Group for the payment of the share-based incentive scheme of 2019. In May, the company transferred to the Members of the Board of Directors a total of 11,668 shares held by the company as a part of the annual compensation. In consequence to the transfer the retained earnings increased by EUR 0.3 million. In 2020, a total of 11,421 shares were returned to the company without consideration due to the termination of employment of persons covered by the plan. At the end of the review period, the company held 43,707 treasury shares, representing 0.11% of all shares.
| EUR million | January 1, |
Recognized through profit or loss |
Foreign exchange differences |
December 31, |
|---|---|---|---|---|
| 2021 | ||||
| Deferred tax assets | ||||
| Provisions | 0.5 | 0.0 | - | 0.5 |
| Tax losses carried forward | 0.7 | 0.1 | -0.0 | 0.8 |
| Depreciation and amortization, inventory and lease agreements | 0.2 | 0.0 | -0.0 | 0.2 |
| Total | 1.4 | 0.2 | -0.0 | 1.5 |
| Deferred tax liabilities | ||||
| Loans from financial institutions | 0.0 | -0.0 | - | 0.0 |
| Accrued expenses and deferred income | 0.0 | 0.0 | 0.0 | 0.1 |
| Total | 0.0 | 0.0 | 0.0 | 0.1 |
| Total net | 1.3 | 0.1 | -0.0 | 1.4 |
Deferred tax assets and liabilities are offset only when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred taxes relate to the taxes collected by the same fiscal authority. In Sweden, the Group had unused tax losses EUR 4.0 million as of December 31, 2021 and EUR 3.4 million as of December 2020, and in Germany EUR 16.7 million as of December 31, 2021 and EUR 10.2 million as of December 31, 2020. These losses will not expire under the current tax regulations. No deferred tax asset has been recognized for the unused tax losses carried forwards in Germany due to the operating losses.
| 2020 | ||||
|---|---|---|---|---|
| Deferred tax assets | ||||
| Provisions | 0.4 | 0.0 | - | 0.5 |
| Tax losses carried forward | - | 0.7 | - | 0.7 |
| Depreciation and amortization, inventory and lease agreements | 0.1 | 0.1 | - | 0.2 |
| Total | 0.5 | 0.8 | - | 1.4 |
| Deferred tax liabilities | ||||
| Loans from financial institutions | 0.0 | 0.0 | - | 0.0 |
| Accrued expenses and deferred income | 0.1 | -0.1 | - | 0.0 |
| Total | 0.1 | -0.1 | - | 0.0 |
| Total net | 0.4 | 0.9 | - | 1.3 |
Deferred tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realized or the deferred tax liability is settled.
Deferred tax liabilities are recognized for all taxable temporary differences, except for deferred tax liability where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets are recognized on deductible temporary differences only to the extent that it is probable the temporary difference will reverse in the future and there is sufficient taxable profit available against which the temporary difference can be utilized.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.
At the end of each reporting period, the management makes judgment in assessing the conditions for the recognition of deferred tax assets on tax losses carried forwards. The unused tax losses carried forwards can be utilized against the future taxable profit in a company in which they have been arisen. The management estimates the probability of the availability of future taxable profits or the existence of other reliable evidence on availability of future taxable profits against which the unused tax losses carried forwards can be utilized.
On January 4, 2022, Kamux announced the renewal of the composition and responsibilities of the Group's Management Team to support the implementation of the updated strategy published in March 2021. The following persons were appointed as new members of the Management Team: Kerim Nielsen, Country Director for Sweden, from January 4, 2022; Martin Verrelli, Country Director for Germany, from July 1, 2022 at the latest; and Juha Saarinen, the Group's Purchasing Director, from April 1, 2022 at the latest.
On January 5, 2022 Kamux informed that it will relocate to larger premises in Petikko in Vantaa in May, 2022.
On January 11, 2022 Kamux announced that it had received the decision of the Stuttgart District Court dated January 10, 2022 regarding the legal proceedings against local procurement partner initiated by Kamux's German subsidiary Kamux Auto GmbH. The district court ruled the claim in favor of Kamux.
On January 12, 2022, Kamux announced that it will open a new showroom in Nyköping in Sweden in September 2022.
On January 21, 2022, Kamux raised its revenue outlook to EUR 936−938 million and kept the outlook for adjusted operating profit unchanged.
On January 26, 2022 Kamux informed that it will relocate to larger premises in Pori, and at the same time open a commercial vehicle store in Pori in April, 2022.
In preparing these consolidated financial statements, Kamux has followed the same accounting policies as in the annual financial statements for 2020. The changes of the IFRS standards and interpretations effective for periods after January 1, 2021 were amendments to existing standards, as for example reliefs on accounting treatment of concessions granted to lessees in consequence of covid-19 pandemic and the effects of interest rate benchmark reform (IBOR) on financial statements reporting. These changes had no material impact on the consolidated financial statements and the Group has not applied the reliefs.
Kamux has not yet applied the following new and revised standards and interpretations already issued but will be effective on financial years beginning on or after January 1, 2022. The Group will adopt them as of the effective date or, if the date is other than the first day of the financial year, from the beginning of the subsequent financial year. The amendments are considering clarifications for classification of the liabilities into current and non-current based on the rights at the end of the reporting period. The amendments will be effective on reporting periods beginning on or after 1 January 2023. The amendments are not yer endorsed by EU. Management estimates that the amendments will not have a material effect on the consolidated financial statements. The other published new standards or amendments do not have a material effect on the consolidated financial statements.
Parent company
financial statements
| For the year ended December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| REVENUE | 5.7 | 4.1 |
| Other operating income | 0.0 | 0.0 |
| Expenses | ||
| Materials and services | ||
| Purchases of materials | 0.0 | -0.0 |
| Total materials and services | 0.0 | -0.0 |
| Personnel expenses | ||
| Salaries and fees | -2.6 | -1.7 |
| Social security expenses | ||
| Pension expenses | -0.4 | -0.3 |
| Other social security expenses | -0.1 | -0.0 |
| Total personnel expenses | -3.0 | -2.0 |
| Depreciation and amortization | ||
| Depreciation and amortization according to plan | -0,0 | -0.0 |
| Other operating expenses | -3.0 | -2.4 |
| Total expenses | -6.0 | -4.5 |
| OPERATING LOSS | -0.3 | -0.3 |
| For the year ended December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| Financial income and expenses | ||
| Interest and other financial income | ||
| From Group companies | 2.0 | 1.2 |
| From others | 0.9 | 1.8 |
| Total | 2.9 | 3.0 |
| Interest and other financial expenses | ||
| To others | -1.4 | -2.3 |
| Total | -1.4 | -2.3 |
| Total financial income and expenses | 1.5 | 0.7 |
| PROFIT BEFORE APPROPRIATIONS AND TAXES | 1.2 | 0.4 |
| Appropriations | ||
| Group contributions received | 27.0 | 25.0 |
| Total appropriations | 27.0 | 25.0 |
| Direct taxes | -5.6 | -5.1 |
| PROFIT FOR THE FINANCIAL YEAR | 22.6 | 20.3 |
| At December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| ASSETS | ||
| NON-CURRENT ASSETS | ||
| Intangible assets | ||
| Intangible rights | 0.0 | 0.0 |
| Total | 0.0 | 0.0 |
| Investments | ||
| Investments in subsidiaries | 45.8 | 38.3 |
| Total | 45.8 | 38.3 |
| CURRENT ASSETS | ||
| Non-current receivables | ||
| Non-current receivables from Group companies | 4.0 | 5.6 |
| Total | 4.0 | 5.6 |
| Current receivables | ||
| Receivables from Group companies | 82.8 | 59.3 |
| Other receivables | 0.3 | 0.2 |
| Prepaid expenses and accrued income | 0.1 | 0.1 |
| Total | 83.2 | 59.7 |
| Investments | ||
| Other shares and similar rights of ownership | - | 4.0 |
| Cash at hand and in banks | 0.0 | 6.8 |
| TOTAL ASSETS | 133.0 | 114.4 |
| At December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| LIABILITIES AND EQUITY | ||
| Equity | ||
| Share capital | 0.1 | 0.1 |
| Invested non-restricted equity reserve | 25.3 | 25.3 |
| Retained earnings | 56.6 | 45.8 |
| Profit for the year | 22.6 | 20.3 |
| Total | 104.6 | 91.5 |
| Liabilities | ||
| Non-current liabilities | ||
| Loans from financial institutions | 13.0 | 15.0 |
| Liabilities to Group companies | - | 4.7 |
| Current liabilities | ||
| Interest-bearing | ||
| Loans from financial institutions | 12.5 | 2.0 |
| Liabilities to Group companies | 0.0 | 0.1 |
| Non-interest-bearing | ||
| Trade payables | 0.2 | 0.2 |
| Liabilities to Group companies | 0.6 | 0.3 |
| Other current liabilities | 0.1 | 0.1 |
| Accrued expenses and deferred income | 2.1 | 0.6 |
| Total | 28.4 | 22.9 |
| TOTAL LIABILITIES AND EQUITY | 133.0 | 114.4 |
| For the year ended December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| Profit for the financial year | 22.6 | 20.3 |
| Adjustments: | ||
| Financial income and expenses | -1.5 | -0.7 |
| Group contributions received | -27.0 | -25.0 |
| Depreciation and amortization | 0.0 | 0.0 |
| Other adjustments | 0.1 | - |
| Direct taxes | 5.6 | 5.1 |
| Change in net working capital: | ||
| Change in trade and other receivables | -0.1 | -0.2 |
| Change in trade and other payables | 0.6 | -0.1 |
| Interests paid and payments on other operating expenses |
-0.4 | -0.6 |
| Interests received | 1.7 | 1.1 |
| Taxes paid | -4.5 | -5.9 |
| Net cash from/in operating activities (A) | -2.8 | -6.2 |
| Investments in subsidiaries | -4.8 | - |
| Net cash from/in investing activities (B) | -4.8 | - |
| For the year ended December 31, | ||
|---|---|---|
| EUR million | 2021 | 2020 |
| Repayments of bank loans | -27.0 | -12.5 |
| Proceeds from bank loans | 35.5 | 10.0 |
| Net change of intra-group receivables and payables | -27.1 | -18.6 |
| Dividends paid | -9.6 | -9.2 |
| Purchase of treasury shares | - | -0.5 |
| Proceeds from conveyance of treasury shares | - | 0.3 |
| Group contributions received | 25.0 | 20.0 |
| Net cash from/in financing activities (C) | -3.2 | -10.4 |
| Change in cash (A+B+C) | -10.8 | -16.6 |
| Cash at hand and in bank at the beginning of the financial year |
10.8 | 27.4 |
| Exchange rate differences | 0.0 | -0.0 |
| Cash at hand and in bank at the end of the financial year | 0.0 | 10.8 |
The financial statements of Kamux Corporation are prepared in accordance with Finnish Accounting Standards (FAS). The accounting principles of the consolidated financial statements are applied to the appropriate extent in the preparation of the Company's financial statements. In the following paragraphs are described the accounting principles of the parent company to the extent they differ from the accounting principles for the consolidated financial statements.
Revenue of the Company consists of intra-group management fees.
Intra-group receivables and liabilities of the Company consist of intra-group transactions. Receivables are recognized in the balance sheet at lower of their nominal value and their probable value, whichever is lower. Liabilities are measured at their nominal value. Interest income and expenses relating to receivables and liabilities are recognized on accrual basis and accrued to the financial year on the basis of the time period.
Loans from banks are recognized at their nominal value. Transaction costs related to loans are expensed at the time of taking out a loan. Interest expenses of the loans are recognized in the income statement on accrual basis and accrued to the financial year on the basis of the time period.
The Company does not recognize deferred tax assets in the financial statements of the parent company.
| EUR million | 2021 | 2020 |
|---|---|---|
| Revenue | ||
| Services to Group companies | 5.7 | 4.1 |
| Total | 5.7 | 4.1 |
| Revenue | ||
| Geographical distribution | ||
| Domestic | 3.5 | 2.7 |
| Other Europe | 2.2 | 1.4 |
| Total | 5.7 | 4.1 |
| Personnel expenses and fees | ||
| Salaries and fees | 2.6 | 1.7 |
| Pension expenses | 0.4 | 0.3 |
| Other social security expenses | 0.1 | 0.0 |
| Total | 3.0 | 2.0 |
| Number of personnel | 16 | 10 |
| Other operating expenses | ||
| Voluntary personnel expenses | 0.1 | 0.0 |
| Travel expenses | 0.1 | 0.0 |
| Marketing expenses | 0.0 | 0.0 |
| Administrative services | 2.6 | 2.0 |
| Other administrative expenses | 0.1 | 0.1 |
| Other operating expenses | 0.2 | 0.3 |
| Total | 3.0 | 2.4 |
| EUR million | 2021 | 2020 |
|---|---|---|
| Auditor's remuneration | ||
| Audit fee | 0.0 | 0.1 |
| Other services from main auditor | 0.0 | 0.0 |
| Total | 0.1 | 0.1 |
| Appropriations | ||
| Group contribution received | 27.0 | 25.0 |
| Total | 27.0 | 25.0 |
| Non-current assets | ||
| Other capitalized long term expenditures | ||
| opening balance Jan 1 | 0.0 | 0.0 |
| amortizations during the financial year | 0.0 | 0.0 |
| closing balance Dec 31 | 0.0 | 0.0 |
| Investments | ||
| Investments in subsidiaries | ||
| opening balance Jan 1 | 38.3 | 34.8 |
| additions during the financial year | 7.5 | 3.5 |
| closing balance Dec 31 | 45.8 | 38.3 |
| Non-current receivables from Group companies | ||
| Non-current loan receivables from Group companies |
1.0 | 3.7 |
| Non-current interest receivables | 3.0 | 1.8 |
| Total | 4.0 | 5.6 |
| EUR million | 2021 | 2020 |
|---|---|---|
| Current receivables from Group companies | ||
| Current loan receivables from Group companies | 81.7 | 56.5 |
| Interest receivables | 0.1 | 0.9 |
| Trade receivables | 0.9 | 1.9 |
| Prepaid expenses and accrued income | 0.1 | - |
| Total | 82.8 | 59.3 |
| Shares | ||
| Group companies | ||
| Kamux Suomi Oy | 100% | 100% |
| Suomen Autorahaksi Oy (100 %) | ||
| KMX Holding AB | 100% | 100% |
| Kamux AB (100 %) | ||
| Kamux Auto GmbH | 100% | 100% |
| Koy Autoportinkaarre | 100% | - |
| Changes in equity during the financial year | ||
| Share capital on Jan 1 | 0.1 | 0.1 |
| Share capital on Dec 31 | 0.1 | 0.1 |
| Invested non-restricted equity reserve on Jan 1 | 25.3 | 25.3 |
| Invested non-restricted equity reserve on Dec 31 | 25.3 | 25.3 |
| EUR million | 2021 | 2020 |
|---|---|---|
| Retained earnings on Jan 1 | 66.1 | 55.1 |
| Dividend distribution | -9.6 | -9.2 |
| Cancellation of treasury shares | - | -0.5 |
| Acquisition of treasury shares | 0.1 | 0.3 |
| Retained earnings on Dec 31 | 56.6 | 45.8 |
| Profit/loss for the financial year | 22.6 | 20.3 |
| Total equity | 104.6 | 91.5 |
| Distributable earnings Dec 31 | ||
| Retained earnings | 56.6 | 45.8 |
| Profit for the financial year | 22.6 | 20.3 |
| Invested non-restricted equity fund | 25.3 | 25.3 |
| Total | 104.5 | 91.4 |
| Loans from financial institutions | ||
| Nordea Pankki Suomi Oyj | ||
| Instalments to be paid within one year | 12.5 | 2.0 |
| Instalments to be paid after one year | 13.0 | 15.0 |
| Total | 25.5 | 17.0 |
| Other liabilities | ||
| Current other liabilities | 0.1 | 0.1 |
| Total | 0.1 | 0.1 |
| EUR million | 2021 | 2020 |
|---|---|---|
| Non-current loans to Group companies | ||
| Non-current loan liabilities to Group companies | - | 4.7 |
| Total | - | 4.7 |
| Current loans to Group companies | ||
| Current loans to Group companies | 0.0 | 0.1 |
| Accrued expenses and deferred income | 0.6 | 0.3 |
| Total | 0.6 | 0.3 |
| Accrued expenses and deferred income | ||
| Personnel expenses | 0.8 | 0.5 |
| Taxes | 1.2 | - |
| Other | 0.0 | 0.0 |
| Total | 2.1 | 0.6 |
| EUR million | 2021 | 2020 |
|---|---|---|
| Pledges and guarantees | ||
| Loans | 32.5 | 29.0 |
| Amount in use | 25.5 | 17.0 |
| Guarantees given on loans | ||
| General guarantee | ||
| Business mortgages | ||
| Total bearer bonds | 26.0 | 26.0 |
| Special guarantee | ||
| Business mortgages | ||
| Total bearer bonds | 52.0 | 26.0 |
| Pledged subsidiary shares | ||
| Total shares of KMX Holding Ab | ||
| Total shares of Kamux Suomi Oy | ||
Kamux Oyj has given non-restricted general guarantee on behalf of its subsidiaries in Finland and in Sweden and pledged the shares of these subsidiaries.
Hämeenlinna, March 3, 2022
Harri Sivula Chairman of the Board Reija Laaksonen Member of the Board Antti Mäkelä Member of the Board
Jokke Paananen Member of the Board Tapio Pajuharju Member of the Board Tuomo Vähäpassi Member of the Board
Juha Kalliokoski CEO
The Auditor's Note
A report on the audit performed has been issued today.
Helsinki, March 3, 2022
PricewaterhouseCoopers Oy Authorized Public Accountants
Janne Rajalahti Authorized Public Accountant
To the Annual General Meeting of Kamux Oyj
Report on the Audit of the Financial Statements Opinion
Auditor's
Report
Our opinion is consistent with the additional report to the Audit Committee.
We have audited the financial statements of Kamux Oyj (business identity code 2442327-8) for the year ended 31 December, 2021. The financial statements comprise:
Basis for Opinion
We conducted our audit in accordance with good
auditing practice in Finland. Our responsibilities under good auditing practice 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.
We are independent of the parent company and of the group companies in accordance with the ethical requirements that are applicable in Finland and are relevant to our audit, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, the nonaudit services that we have provided to the parent company and to the group companies are in accordance with the applicable law and regulations in Finland and we have not provided non-audit services that are prohibited under Article 5(1) of Regulation (EU) No 537/2014. The non-audit services that we have provided are disclosed in note 2.4 to the Financial Statements.

• Overall group materiality: € 2,600,000, calculated based on a combination of revenue and profit before tax.
• Our audit procedures covered all countries and group locations significant to the Group, with emphasis on the most prominent locations in Finland and Sweden.
• Valuation of inventories
• Valuation of subsidiary shares
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we considered where management made subjective judgements; for example, in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain.
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance whether the financial statements are free from material misstatement. Misstatements may arise due to fraud or error. They are considered material if individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall group materiality for the consolidated financial statements as set out in the table below. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on the financial statements as a whole.
| Overall group materiality € 2,600,000 (previous year € 2,600,000) How we determined it An average of 5% of profit before tax and 1% of revenue. Weighted 60% profit before tax and 40% revenue. Rationale for the materiality benchmark applied The Kamux group is in a strong growth phase and the group's strategy focuses on revenue growth targets. We chose a combination of profit before tax and revenue as the benchmark because, in our view, these are benchmarks against which the performance of the group is most commonly measured by readers of the financial statements. We chose 5% of profit before tax and 1% of revenue which are within the ranges of acceptable quantitative materiality thresholds in auditing standards |
|
|---|---|
We tailored the scope of our audit, taking into account the structure of the group, the accounting processes and controls, and the industry in which the group operates.
Our audit procedures covered all significant components of the group. The audit of the consolidated financial statements was focused on the most significant locations in Finland and Sweden, where we performed an audit based on the size of the companies and the characteristics of the risks. In other group companies we have performed analytical audit procedures to mitigate the risk of material misstatements in the consolidated financial statements.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
As in all of our audits, we also addressed the risk of management override of internal controls, including among other matters consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.
| Key audit matter in the audit of the group | How our audit addressed the key audit matter |
|---|---|
| Valuation of inventories Refer to note 3.1 The Group measures inventory (EUR 132.8 million) at lower of cost and net realizable value. |
Our audit procedures included obtaining an understanding of management's processes and controls related to the accuracy of the valuation of inventories. In our audit we evaluated the appropriateness of the valuation principles of the group and their applica-tion to the valuation of inventories. |
| The cost of an individual car included in the inventory balance is determined using the purchase price for the car including directly attributable repair costs for reconditioning the car for selling purposes. At the reporting date, a detailed review for net realizable value is executed for cars that have been in inventory for more than 90 days. Valuation of inventories is a key audit matter due to the size of the balance and the level of management judgement involved in the estimation process. |
We evaluated management's estimate of the need for write-downs for cars over 90 days in stock. We evaluated the accuracy of the write-downs compared to the group valuation principles, subsequent sales transactions and other circum-stances identified during the audit. We tested the value of a sample of cars included in inventory at year-end. We compared the inventory value of the cars in the sample to purchase costs. We tested the net realizable value of a sample of cars included in inventory at year-end. We compared the inventory value of the cars in the sample to a subsequent sale price or market value. |
| Key audit matter in the audit of the parent company | How our audit addressed the key audit matter |
| Valuation of subsidiary shares in the parent company's financial statements Refer to parent company's financial statement notes Valuation of subsidiary shares is a key audit matter due to the size of the balance and the level of management judgement involved in the estimation process. As at 31 December 2021 the value of Kamux Oyj's subsidiary shares amounted to € 45.8 million in the parent company's financial statements prepared in accordance with Finnish GAAP. The valuation of subsidiary shares is tested as part of the group impairment testing based on the discounted cash flow model. |
We reviewed management's impairment test of subsidiary shares, methods and assumptions. We assessed the appropriateness of the method and assumptions used in the impairment test. We evaluated the process of preparing the forecasted cashflows, e.g. by comparing the forecasts to medium term strategic plans and estimates approved by the board and by testing key assumptions. We compared the current year actual results to those included as estimates in the prior year impairment test. We interviewed management about subsequent events which might require changes to management's estimates regarding the subsidiaries' ability to generate income or the valuation of subsidiary shares. |
There are no significant risks of material misstatement referred to in Article 10(2c) of Regulation (EU) No 537/2014 with respect to the consolidated financial statements or the parent company financial statements.
Responsibilities of the Board of Directors and the Managing Director for the Financial Statements The Board of Directors and the Managing Director are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU, and of financial statements that give a true and fair view in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements. The Board of Directors and the Managing Director are also responsible for such internal control as they determine 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, the Board of Directors and the Managing Director are responsible for assessing the parent company's and the group's ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting. The financial statements are prepared using the going concern basis of accounting unless there is an intention to liquidate the parent company or the group or to cease operations, or there is no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with good auditing practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with good auditing practice, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Other Reporting Requirements
We were first appointed as auditors by the annual general meeting on October 10, 2015. Our appointment represents a total period of uninterrupted engagement of seven years.
The Board of Directors and the Managing Director are responsible for the other information. The other information comprises the report of the Board of Directors and the information included in the Annual Report, but does not include the financial statements and our auditor's report thereon. We have obtained the report of the Board of Directors prior to the date of this auditor's report and the Annual Report is expected to be made available to us after that date.
Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
With respect to the report of the Board of Directors, our responsibility also includes considering whether the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.
In our opinion
If, based on the work we have performed on the other information that we obtained prior to the date of this auditor's report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Helsinki, March 3, 2022
Authorised Public Accountants
Janne Rajalahti Authorised Public Accountant (KHT)

PAROLANTIE 66A 13130 HÄMEENLINNA, FINLAND WWW.KAMUX.COM
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