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XXL

Quarterly Report Oct 27, 2023

3793_rns_2023-10-27_71158302-01f1-4fc9-9bd0-9487938a5642.pdf

Quarterly Report

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INTERIM REPORT Q3 2023 XXL ASA

HIGHLIGHTS¹

  • Unsatisfactory third quarter results lower demand and challenging markets
  • Total operating revenue of NOK 1 982 million (2 207 million)
  • High share of campaign activities in the market
  • EBITDA of NOK 35 million (NOK 187 million)
  • Reset & Rethink plan progressing

1) Please refer to definitions at the end of the report for descriptions of alternative performance measures that are used in highlights and key figures

2) All figures in the report are referring to XXL's Continuing Operations, unless otherwise stated. Please refer to Disclosure Note 10 for figures related to Austria Discontinued Operations

KEY FIGURES GROUP – Continuing Operations

(Amounts in NOK million) Q3 2023 Q3 2022 YTD 2023 YTD 2022 FY 2022
GROUP Continuing Operations (Reported Figures)
Operating revenue 1,982 2,207 5,911 6,162 8,426
Growth (%) -10.2 % -14.1 % -4.1 % -11.8 % -12.2 %
Gross profit 662 770 1,821 2,273 2,721
Gross margin (%) 33.4 % 34.9 % 30.8 % 36.9 % 32.3 %
OPEX % 31.6 % 26.4 % 32.0 % 29.2 % 29.5 %
EBITDA 3 5 187 -67 473 237
EBITDA margin (%) 1.8 % 8.5 % -1.1 % 7.7 % 2.8 %
EBIT -155 5 4 -643 -61 -467
EBIT margin (%) -7.8 % 2.4 % -10.9 % -1.0 % -5.5 %
Net Income -140 5 7 -611 -28 -411
**Basic Earnings per share (NOK) -0.20 0.23 -1.32 -0.11 -1.63
**Average number of shares (1 000 shares) 692,987 252,437 462,256 252,437 252,437
Cash provided by operating activities -235 492 -35 556 682
Like for like revenue growth -12.8 % -10.2 % -5.4 % -7.6 % -12.1 %
Number of stores at period end 8 5 8 3 8 5 8 3 8 4
New stores in the period - 1 1 1 2
Closed stores in the period - 1 - 2 2

**Earnings per share: See Note 5.

KEY FIGURES SEGMENTS

SEGMENT

(Amounts in NOK million) Q3 2023 Q3 2022 YTD 2023 YTD 2022 FY 2022
Norway*
Operating revenue 1,015 1,139 2,982 3,193 4,394
Growth (%) -10.9 % -11.4 % -6.6 % -8.4 % -10.2 %
Gross profit 345 410 957 1,231 1,535
Gross margin (%) 34.0 % 36.0 % 32.1 % 38.5 % 34.9 %
OPEX % 23.5 % 19.2 % 22.3 % 19.9 % 19.9 %
EBITDA 106 191 291 597 661
EBITDA margin (%) 10.5 % 16.8 % 9.8 % 18.7 % 15.1 %
Number of stores at period end 3 8 3 7 3 8 3 7 3 8
New stores in the period - - - - 1
Closed stores in the period - - - - -
Sweden
Operating revenue 590 673 1,782 1,842 2,488
Growth (%) -12.3 % -16.3 % -3.2 % -13.5 % -16.0 %
Gross profit 188 222 499 634 713
Gross margin (%) 31.8 % 33.1 % 28.0 % 34.4 % 28.7 %
OPEX % 26.7 % 22.2 % 28.8 % 26.7 % 27.4 %
EBITDA 3 0 7 3 -15 142 3 2
EBITDA margin (%) 5.1 % 10.8 % -0.9 % 7.7 % 1.3 %
Number of stores at period end 3 0 2 9 3 0 2 9 2 9
New stores in the period - - 1 1 1
Closed stores in the period - - - 2 2
Finland
Operating revenue 377 395 1,148 1,127 1,543
Growth (%) -4.5 % -16.8 % 1.9 % -11.2 % -11.5 %
Gross profit 129 138 366 409 474
Gross margin (%) 34.2 % 34.9 % 31.9 % 36.3 % 30.7 %
Gross margin (%) 34.2 % 34.9 % 31.9 % 36.3 % 30.7 %
OPEX % 26.4 % 22.8 % 27.8 % 25.8 % 25.4 %
EBITDA 2 9 4 8 4 7 118 8 2
EBITDA margin (%) 7.8 % 12.1 % 4.1 % 10.5 % 5.3 %
Number of stores at period end 1 7 1 7 1 7 1 7 1 7
New stores in the period - - - - -
Closed stores in the period - - - - -

HQ & logistics

EBITDA -130 -124 -390 -384 -538
EBITDA margin (% of Group revenues) -6.6 % -5.6 % -6.6 % -6.2 % -6.4 %

*As of Q1 2022 Denmark Segment is incorporated in the Norway Segment (comparative numbers have also been changed)

Reset & Rethink initiatives progressing well in an unsatisfactory third quarter

Oslo, 26 October 2023: XXL is currently working on several short-term actions and a longer-term strategic plan, called "Reset & Rethink". Five must win battles are expected to deliver an EBITDA run-rate uplift of NOK 500-750 million during the next 12-24 months. This is progressing according to plan and most initiatives are expected to begin to yield positive financial contribution going into 2024 and beyond. In the quarter XXL successfully launched an upgraded version of its loyalty program, XXL Reward, allowing customers to earn bonus points on every purchase from XXL and consequently receive bonus checks. The strategy to increase the sales share of private label is already initially showing promising results, primarily driven by the partnership with Stormberg, which is off to a solid start with good sales numbers, incremental gross margin uplift and high stock turn over. In addition, exit agreements for the remaining three stores in Austria were signed in the quarter. Consequently, XXL will have no material operations or commitments in Austria after year end 2023.

XXL delivered a negative growth of 10 per cent in the third quarter 2023, compared to the same quarter last year, and total operating revenue equaled NOK 2.0 billion (NOK 2.2 billion). The sports and outdoor retail market continued to be challenging and was impacted by reduced demand, heavy discount activities and high inventory levels up streams in the value chain. Under such conditions XXL has prioritized liquidity and inventory control, leading to continued high campaign activities and lower gross margin. Consequently, EBITDA ended at NOK 35 million (NOK 187 million). The inventory is now back to normalized levels, providing potential for a higher gross margin over time. In the quarter XXL received the settlement of its oversubscribed rights issue of gross NOK 500 million, to strengthen its liquidity position accordingly. Total liquidity reserve in the quarter ended at NOK 782 million (NOK 817 million) and the net interest-bearing debt amounted to NOK 862 million (NOK 983 million).

Third quarter 2023 review

(Figures in brackets = same period previous year, unless otherwise specified)

Total operating revenue in the third quarter 2023 ended at NOK 1 982 million (NOK 2 207 million) which represented a decline of 10.2 per cent. XXL's markets continued to be challenging driven by low consumer confidence and reduced demand for sports and outdoor goods in general. The negative trend from the spring and summer season continued in the third quarter. September especially proved to be a challenging month with low effects of sales of seasonal autumn products. XXL continues to see better sales of consumables like clothing and shoes while more capitalintensive discretionary products in the hardware categories remain more challenging. E-commerce decreased by 14.6 per cent from Q3 2022 to Q3 2023, representing 18.0 per cent (18.9 per cent) of total operating revenue for the Group. Online sales have been more demanding after years of strong growth during the pandemic, also affected by the general market trend of less efficient online marketing. Overall XXL delivered a negative like for like growth of 12.8 per cent in the quarter.

The market is still characterized by high inventory levels in the whole value chain, resulting in aggressive pricing and excessive campaigns. XXL continues to see higher share of sales on campaign products impacting the gross margin, which ended at 33.4 per cent (34.9 per cent). The current market demands strict focus on inventory levels and liquidity control, which will lead to fluctuations in the gross margin between quarters and seasons.

Operating expenses as percentage of sales increased to 31.6 per cent in the third quarter this year (26.4 per cent) impacted by the negative like for like growth hampering scale in operations. Increased costs are related to new store

openings, increased marketing spend during clearance activities as well as costs related to the raise of new equity.

The Group EBITDA in the third quarter 2023 was NOK 35 million (NOK 187 million), mainly explained by negative growth as described above.

XXL had total liquidity reserves of NOK 782 million (NOK 817 million) and a net interest-bearing debt of NOK 862 million (NOK 983 million) by the end of Q3 2023. In the second quarter 2023 XXL received a temporary deferral of Swedish tax payments for 2021, which has resulted in a tax repayment for that year in the amount of SEK 345 million that improved the liquidity reserves accordingly. The deferred tax amount will become payable on 12 September 2024, provided that an extended 36 month payment plan is not accepted by Swedish tax authorities. XXL has booked the deferred tax payment as net interest-bearing debt. In addition, XXL received the settlement of a rights issue of NOK 500 million in September 2023.

XXL has continued to adapt purchasing volumes to sales and thereby normalized the inventory levels. The inventory decreased to NOK 2 015 million (NOK 2 878 million). In addition, CAPEX continues to be on historically record low levels. XXL targets to reduce CAPEX from 2023, and it is expected to remain on NOK 100-150 million per year moving forward.

XXL is currently working on several short-term actions and a longer-term strategic plan, called "Reset & Rethink", in order to improve profitability. Short term actions are based on resetting the operating model and ways of working. Five must win battles are also identified and is currently in execution

  • Reset category strategies
  • Secure product availability
  • Store sales strategies and operations
  • Pricing
  • E-commerce profitability

The identified must win battles are expected to deliver an EBITDA run-rate uplift of NOK 500-750 million during the next 12-24 months.

In the quarter XXL has successfully agreed on termination fees for the remaining three stores in Austria. Consequently, XXL will have no operations and no material contractual obligations in Austria after year end 2023.

XXL has in September launched an improved version of its loyalty program with new member benefits including bonus points on all purchases for customers which translates to bonus checks that is expected to drive increased frequency, order values and overall loyalty.

Rethink is related to detailing out a longer-term strategic plan that will transform XXL into a sustainable, profitable and a once again winning concept in the market. The four long-term strategic pillars are;

  • Restructure physical stores
  • Accelerate E-commerce
  • Double down on private label

  • Leverage service offering

The longer-term strategic plan and targets are in process to be further detailed and planned.

Operating segments

(Figures in brackets = same period previous year, unless otherwise specified)

The Group's reporting structure comprises three operational segments based on XXL's operations in Norway, Sweden and Finland, in addition to the HQ and Logistics segment.

Norway

The Norwegian operations delivered total operating revenue of NOK 1 015 million in the third quarter 2023 compared to NOK 1 139 million in the same quarter last year, representing a negative growth of 10.9 per cent. According to market figures from SSB as of August 2023, the sales of sporting goods in Norway decreased by 3.3 per cent. The corresponding figure for XXL was negative by 6.0 per cent.

Gross margin was impacted by high campaign activities under challenging market conditions. The gross margin decreased from 36.0 per cent in Q3 2022 to 34.0 per cent in Q3 2023.

Operating expenses as percentage of sales ended at 23.5 per cent (19.2 per cent) impacted by a negative like for like growth of 11.5 per cent hurting scale in the operations, as well as increased marketing costs.

EBITDA amounted to NOK 106 million (NOK 191 million). The main reason for the lower EBITDA was the decline in total operating revenue and the gross margin development as described above.

Sweden

According to market figures from SCB as of August 2023 the sale of sporting goods in Sweden increased by 1.0 per cent, while the corresponding negative growth for XXL was 5.7 per cent in local currency.

Total operating revenue for XXL in Sweden in Q3 2023 amounted to NOK 590 million (NOK 673 million) corresponding to a negative growth of 14.3 per cent in local currency. The driver was a negative like for like growth of 13.8 percent in local currency under weak and volatile market conditions with lower overall demand and high campaign activity in the market.

Gross margin decreased to 31.8 per cent (33.1 per cent) explained by high campaign activity, both in the market and by XXL, under challenging conditions.

Operating expenses as percentage of sales ended at 26.7 per cent (22.2 per cent) explained by the negative like for like growth hampering scale in operations as well as increased marketing costs.

EBITDA was NOK 30 million (NOK 73 million), driven by weak sales development and the lower gross margin.

Finland

Total operating revenue in the quarter amounted to NOK 377 million (NOK 395 million). This corresponded to a negative like for like growth of 15.0 per cent in local currency in a challenging market with weak consumer sentiment and low demand. According to market figures from TMA as of September 2023, the sale of sporting goods in Finland decreased by 3.3 per cent while XXL had a decline of 10.1 per cent in the same period.

Gross margin ended at 34.2 per cent (34.9 per cent) impacted by high campaign activities in a challenging market.

Operating expenses as percentage of sales ended at 26.4 per cent in Q3 2023 (22.8 per cent) due to negative like for like growth hurting scale in the operations. The cost base is on par with last year.

EBITDA ended at NOK 29 million in Q3 2023 (NOK 48 million) mainly driven by negative sales growth.

HQ and Logistics

The HQ and Logistics segment consists of costs related to the Group's headquarter and logistics operations including two central warehouses.

Operating expenses were NOK 130 million (NOK 124 million) in Q3 2023. XXL has seen increased inflation on large cost elements like salaries and IT-licenses partly offset by reduced personnel costs at central HQ. The increase in absolute cost is mainly related to the raise of new equity and legal advisory. XXL is continuing to address the HQ cost base to adopt to the current sales development.

Financials

Consolidated income statement – Third quarter

(Figures in brackets = same period previous year, unless otherwise specified)

Total operating revenue decreased by 10.2 per cent to NOK 1 982 million (NOK 2 207 million).

Total operating expenses excluding depreciation, impairment losses and cost of goods sold equaled NOK 626 million (NOK 583 million) in the third quarter. As percentage of total operating revenue of the Group, operating expenses increased from 26.4 per cent in the third quarter last year to 31.6 per cent in the third quarter this year.

Operating income amounted to negative NOK 155 million (NOK 54 million). The change is mainly explained by the lower total operating revenue and gross margin as described above.

Net financial expense amounted to NOK 34 million for the third quarter (net income of NOK 22 million) whereof NOK 21

million is related to IFRS 16 effects compared to NOK 19 million in Q3 2022. Net interest expenses ended at NOK 15 million (NOK 13 million). Net financial expenses included a positive currency effect of NOK 4 million compared to a positive currency effect of NOK 57 million last year. Other financial expenses of NOK 2 million were related to amortization of loan costs and other financial costs.

Income tax expense for the third quarter was negative by NOK 49 million (NOK 19 million).

Profit for the period from continuing operations ended at negative NOK 140 million (NOK 57 million).

Profit for the period from discontinued operations ended at negative NOK 25 million (negative NOK 16 million).

Profit for the period ended at negative NOK 165 million (NOK 42 million)

Consolidated cash flow – YTD 2023

(Figures in brackets = same period previous year, unless otherwise specified)

Cash used by operating activities was at NOK 35 million (Positive NOK 556 million) YTD 2023. This was mainly attributable to the negative net income in the period partly offset by the positive development form decreased inventory levels.

Cash used by investing activities was NOK 90 million (NOK 112 million) YTD 2023.

Cash used by financing activities amounted to NOK 104 million (cash used of NOK 107 million) YTD 2023. The settlements from equity raises of NOK 1 001 million in 2023 has partly been offset by payments on debt and lease liabilities.

Financial position and liquidity

(Figures in brackets = same period previous year, unless otherwise specified)

As of 30 September 2023, total assets amounted to NOK 8 520 million (NOK 9 527 million). Total equity was NOK 3 332 million (NOK 3 526 million), resulting in an equity ratio of 39.1 per cent (37.0 per cent). Net interest bearing debt (NIBD) ended at NOK 862 million (NOK 983 million).

The Group had cash and cash equivalents of NOK 382 million (NOK 514 million) as of 30 September 2023. The Group's liquidity reserves include total credit facilities of NOK 1 300 million where of NOK 900 million was used as of 30 September 2023. Available liquidity reserves as of 30 September 2023 were NOK 782 million (NOK 817 million).

New share capital

In Q3 2023 XXL conducted a fully underwritten rights issue, of NOK 0.40 per share and raised gross proceeds of NOK 500 million, to strengthen the liquidity of the Group. The rights issue was subject to approval by an extraordinary general

meeting, which was obtained on 17 August 2023. The Company's new registered share capital is NOK 665 429 772 divided into 1 333 866 762 ordinary shares (class A shares) and 329 707 668 non-voting shares (class B shares), in total 1 663 574 430 shares, each with a nominal value of NOK 0.40. The new share capital was registered with the Norwegian Register of Business Enterprises on 11 September 2023.

New members of the Executive Management team

Simen Swanstrøm Helly-Hansen has been appointed new EVP Category, Procurement & Supply Chain in XXL Group and will be part of the Executive Management Team from November 2023. Simen joins XXL with a strong and diverse international experience of more than 20 years in different senior positions within retail. He comes from the position as Director Category and Procurement in Vinmonopolet focusing on customer driven category and assortment development, procurement, replenishment and business development. Prior to Vinmonopolet Simen held several positions within Phoenix Group and Apotek1 (pharmaceuticals) including Director Commercial Relations in Phoenix Group Europe, Supply Chain Director Apotek1 and Category and Procurement Director Apotek1. He has also broad experience from car retail within Renault-Nissan UK, as a Product Manager Services with responsibility of negotiations and supplier relations, marketing, pricing and strategic development of commercial programs.

Current interim EVP Category and Buying, Jarle Bråten, will consequently step down from the Executive Management team from 1 November 2023.

XXL has appointed Peter Jansson as new SVP IT & Technology in XXL Group. He will take over responsibilities after Espen Terland who will leave XXL on 1 November 2023. From this date Peter will be part of the Executive Management team. He is an internal recruitment, being employed in XXL since 2017 with the responsibility for tech development and IT architecture. Before joining XXL Peter worked as an IT and Business consultant and analyst in iStone and Capgemini, where he has experience from working with several strong Nordic retail chains. In addition, Peter has technical competence from Ericsson where he worked as a software designer and solutions integrator.

Outlook

As seen in previous quarters XXL expects the market to remain challenging and uncertain going into 2024 and with general high campaign pressure.

XXL is in the phase of implementing several strategic initiatives and projects to improve profitability and operational efficiency moving forward, called "Reset & Rethink". Five must win battles are expected to deliver an EBITDA uplift of NOK 500-750 million during the next 12-24 months. The longer-term strategic plan and targets are in process to be further detailed and planned.

XXL's target and goal moving forward is to come back to sound profitability as well as over time gain market shares in all markets and continue the growth in the E-commerce channel.

In line with the existing strategy, XXL will continue to invest in operational efficiency, store optimizing projects, Ecommerce platform, infrastructure and IT. Total CAPEX for XXL Group in 2023 is expected to be around NOK 100-150 million.

Mid- to long-term XXL continues to expect the pace of the store roll-out to be 2-3 new stores per year including relocations of stores. At the same time XXL will be downsizing several existing stores. Short term the Group will continue to focus on optimizing the store portfolio, including evaluation of selective closures of low performing stores with limited turnaround abilities.

XXL will exit Austria in 2023 and consequently have no material operational or contractual obligations after year end 2023.

Condensed Consolidated Interim Statements of Income & Comprehensive Income

Unaudited for the period ended September 30, 2023

(Amounts in NOK million) Q3 2023 Q3 2022 YTD 2023 YTD 2022 FY 2022
(Audited)
Total Operating Revenue 1,982 2,207 5,911 6,162 8,426
Cost of goods sold 1,320 1,436 4,090 3,889 5,705
Personnel expenses 408 399 1,217 1,219 1,665
Other operating expenses 218 184 671 581 819
Depreciation 190 134 576 531 703
Impairment losses - - - 1 1
Total Operating Expenses 2,137 2,153 6,554 6,221 8,893
Operating Income -155 5 4 -643 -59 -467
Net Financial Income (+) / Expense (-) -34 2 2 -140 1 4 -64
Profit before income tax -189 7 6 -783 -45 -531
Income tax expense -49 1 9 -172 -17 -120
Profit from Continuing Operations -140 5 7 -611 -28 -411
Profit from Discontinued Operations -25 -16 -123 -52 -130
Profit for the Period -165 4 2 -735 -80 -542
Basic and diluted Earnings per share from continuing
operations (NOK)
-0.20 0.23 -1.32 -0.11 -1.63
Basic and diluted Earnings per share from discontinued
operations (NOK)
Basic and diluted Earnings per share (NOK) -0.04
-0.24
-0.06
0.16
-0.09
-0.55
-0.21
-0.32
-0.52
-2.15
Other comprehensive income
Items that may be subsequently reclassified to profit or loss:
Foreign currency rate changes 1 5 - -35 - -7
Total Other Income and Expense 1 5 - -35 - -7
Total comprehensive income for the period -150 4 2 -770 -80 -549
Total comprehensive income attributable to:
Equity holders of the company -145 4 0 -748 -79 -534
Non-controlling interest -5 2 -22 -1 -15

The accompanying notes are an integral part of the Condensed Consolidated Interim Financial Statements

Condensed Consolidated Interim Statement of Financial Position

31.12 2022
(Amounts in NOK million) Note 30/09/2023 30/09/2022 (Audited)
NON CURRENT ASSETS
Intangible Assets
Goodwill 2,744 2,744 2,744
Other Intangible Assets 267 266 265
Deferred tax asset 350 2 1 166
Total Intangible Assets 3,361 3,030 3,175
Fixed Assets 551 765 613
Right of Use Assets 9 1,896 1,967 1,842
Total Non Current Assets 5,808 5,761 5,630
CURRENT ASSETS
Inventory 2,015 2,878 2,328
Trade and Other Receivables 283 373 260
Cash and Cash Equivalents 357 514 552
Total Current Assets 2,655 3,765 3,140
Total assets of disposal group held for sale 1 0 5 7 - 263
TOTAL ASSETS 8,520 9,527 9,034

Condensed Consolidated Interim Statement of Financial Position

31.12 2022
(Amounts in NOK million) Note 30.09.2023 30.09.2022 (Audited)
SHAREHOLDERS' EQUITY
Paid-in Capital 4 0 2 7 3 0 4 2 3052
Other equity 9 $-695$ 483 14
Total Shareholders' Equity 3 3 3 2 3526 3 0 6 6
Other non-current liabilities
Interest Bearing Non-Current Liabilities 229 491 494
Lease Liabilites 9 1563 1761 1568
Total other non-current liabilities 1792 2 2 5 2 2062
Total non-current liabilities 1792 2 2 5 2 2062
Current liabilities
Accounts Payable 1 1 1 4 1505 1 2 1 4
Lease Liabilities 585 573 533
Current Interest Bearing Liabilities 1015 1006 1 1 3 5
Tax payable 0 9
Public duties payable 222 264 360
Other current liabilities 411 401 494
Total current liabilities 3 3 4 9 3749 3745
TOTAL LIABLILITIES 5 1 4 0 6 001 5808
Total liabilities of disposal group held for sale 10 48 160
TOTAL EQUITY AND LIABILITIES 8520 9 5 2 7 9034

Condensed Consolidated Interim Statement of Cash Flows

FY 2022
Operating Activities Q3 2023 Q3 2022 YTD 2023 YTD 2022 (Audited)
Profit before tax from continued operations (189) 7 5 (783) (45) (531)
Income tax paid - (1) - (38) (38)
Depreciation and amortization 190 133 576 533 703
Net financial expense 1 9 (23) 125 (14) 6 4
Changes in inventory 107 (33) 313 (614) (374)
Changes in accounts receivable (17) (37) (23) 252 337
Changes in accounts payable (220) 477 (102) 876 572
Changes in other balance sheet items (124) (135) (174) (464) (96)
Cash provided (used) by operating activities from discontinuing operations (1) 3 5 3 2 6 9 4 4
Net cash flow from operating activities (235) 492 (35) 556 682
Investing Activities
Investment in fixed assets (46) (20) (90) (105) (132)
Cash provided (used) by investing activities from discontinuing operations - (0) - (7) (7)
Net cash flow from investing activities (46) (20) (90) (112) (139)
Financing Activities
Proceeds from share capital increase 500 - 1,001 - -
Transaction costs (17) - (35) - -
Sale/acquisition of own shares - - - (2) (8)
Dividends paid - (145) - (145) (145)
Payments from and repayments of borrowings
Proceeds from other short term debt
(229)
-
(150)
-
(775)
342
(150)
741
(150)
883
Interest payments on interest-bearing liabilities (13) (13) (69) (31) (61)
Payment of Interest element of lease payments (21) (18) (64) (61) (78)
Payments of lease liabilities (157) (121) (470) (393) (560)
Cash provided (used) by financing activities from discontinuing operations (7) (33) (33) (66) (45)
Net cash flow from financing activities 5 6 (480) (104) (107) (164)
Net Change in Cash and Cash Equivalents (225) (8) (230) 337 379
Cash and cash equivalents - beginning of period 572 521 575 173 173
Effect of foreign currency rate changes on cash and equivalents 1 1 1 1 1 1 - -
Cash and Cash Equivalents (AHS) - End of period 2 5 - 2 5 - 2 3
Cash and Cash Equivalents - End of period 382 524 382 510 575

The accompanying notes are an integral part of the Condensed Consolidated Interim Financial Statements

Condensed Consolidated Interim Statement of Changes in Equity

Share Share Other Paid Retained Foreign
Currency
Rate
Non
Controlling
Interest
Total
Shareholders'
(Amounts in NOK million) capital premium in Equity earnings Changes Equity
Shareholders' Equity 31.12.2021 101 3,049 3 6 583 -47 3 0 3,753
Net income 2022 - - - -522 - -20 -542
Foreign currency rate changes - - - - - - 0
Transactions with owners:
Employee share incentive program - - 4 - - - 4
Dividends - -145 - - - - -145
Purchase of own shares - -3 - - - - -3
Shareholders' Equity 31.12.2022 101 2,900 4 0 6 1 -47 1 0 3,066
Net income YTD Q3 2023 - - - -708 - -26 -735
Foreign currency rate changes - - - - 1 5 1 5
Transactions with owners: 0
Employee share incentive program - - 3 - - - 3
Share issue 564 418 - - - - 982
Purchase of own shares - - - - - - 0
Shareholders' Equity 30.09.2023 665 3,318 4 3 -647 -47 -1 3,332

Notes to the interim financial statements1)

Note 1 General information

XXL ASA and its subsidiaries' (together the "company" or the "Group") operating activities are related to the resale of sports and leisure equipment in the Nordic countries.

All amounts in the interim financial statements are presented in NOK million unless otherwise stated. Due to rounding, there may be differences in the summation columns.

These condensed interim financial statements have not been audited.

Note 2 Basis of preparation

These condensed interim financial statements for the three months ended 30 September 2023 have been prepared in accordance with IAS 34, 'Interim financial reporting'. The condensed interim financial statements should be read in conjunction with the consolidated financial statements for the year ended 31 December 2022, which have been prepared in accordance with IFRS as adopted by the European Union ('IFRS').

Note 3 Accounting policies

The accounting policies applied in the preparation of the condensed consolidated interim financial statements are consistent with those applied in the preparation of the annual IFRS financial statements for the year ended 31 December 2022.

Note 4 Estimates, judgments, and assumptions

The preparation of interim financial statements requires Management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income, and expense. Actual results may differ from these estimates.

In preparing these condensed interim financial statements, the significant judgments made by Management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended 31 December 2022.

Note 5 Earnings per share

Q3 2023 Q3 2022 YTD 2023 YTD 2022 FY 2022
(Audited)
Profit for the period from continuing operations (NOK million) -140 5 7 -611 -28 -411
Profit for the period from discontinued operations (NOK million) -25 -16 -123 -52 -130
Weighted average number of ordinary shares in issue 692,986,597 252,436,658 462,256,464 252,436,658 252,436,658
Number of shares outstanding 1,663,574,430 252,436,658 1,333,866,762 252,436,658 252,436,658

Adjustment for:

Weighted number of ordinary shares in issue for diluted earnings per share 696,672,063 253,593,095 465,245,797 253,471,291 253,322,124
Basic and diluted Earnings per share from continuing operations (NOK) -0.20 0.23 -1.32 -0.11 -1.63
Basic and diluted Earnings per share from discontinued operations (in NOK) -0.04 -0.06 -0.27 -0.21 -0.52
Basic and diluted Earnings per share (NOK) -0.24 0.16 -1.59 -0.32 -2.15

1) Please refer to definitions at the end of the report for descriptions of alternative performance measures

Note 6 Operating Segments

The Group's business is the sale of sports and leisure equipment. Segment performance is reviewed by Management and the Board of Directors as three reportable geographical segments and HQ & Logistics segment. The following presents the Group's revenue by operating segment:

Q3 2023
Amounts in NOK million Sweden Finland HQ &
Logistics
Total
Cont'Ops
Norway*
Operating revenue 1,015 590 377 - 1,982
Gross profit 345 188 129 - 662
EBITDA 106 30 29 -130 35
Operating Income 36 -23 - 9 -160 -155

Q3 2022

HQ & Total
Amounts in NOK million Norway* Sweden Finland Logistics Cont'Ops
Operating revenue 1,139 673 395 - 2,207
Gross profit 410 222 138 - 770
EBITDA 191 73 48 -124 187
Operating Income 155 38 12 -152 54

01.01.2023 - 30.09.2023

HQ & Total
Amounts in NOK million Norway* Sweden Finland Logistics Cont'Ops
Operating revenue 2,982 1,782 1,148 - 5,911
Gross profit 957 499 366 - 1,822
EBITDA 291 -15 47 -390 -67
Operating Income 84 -183 -66 -479 -643

01.01.2022 - 30.09.2022

HQ & Total
Amounts in NOK million Norway* Sweden Finland Logistics Cont'Ops
Operating revenue 3,193 1,842 1,127 - 6,162
Gross profit 1,231 634 409 - 2,273
EBITDA 597 142 118 -384 473
Operating Income 392 - 7 22 -466 -59

01.01.2022 - 31.12.2022

HQ &
Amounts in NOK million Norway* Sweden Finland Logistics Total
Operating revenue 4,394 2,488 1,543 - 8,426
Gross profit 1,535 713 474 - 2,721
EBITDA 661 32 82 -538 237
Operating Income 393 -168 -48 -644 -467

*As of Q1 2022 Denmark Segment is incorporated in the Norway Segment (all historical numbers for the Norway segment are also restated)

Note 7 Related Party Transactions

The Group's related parties include its associates, key Management, members of the Board of Directors and majority shareholders.

There are no major related party transactions for XXL Group in Q3 2023. Further, none of the Board members have been granted loans or guarantees in the current year or are included in the Group's pension or bonus plans. All related party transactions are concluded on an armlength basis.

Note 8 Risk Management

A description of main risk factors in XXL is included in Note 20 in the Annual Report for 2022.

Note 9 Right-of-use assets and lease liabilities

The movements of the Group's right-of-use assets and lease liabilities during the year are presented below:

Right of use assets

Buildings,
(Amounts in NOK million) machinery and
vehicles
Aquisition cost 01.01.2023 4,115
Additions and adjustments 382
Change incentives -25
Net exchange differences 8 8
Aquisition costs 30.09.2023 4,560
Accumulated depreciation and impairment losses 01.01.2023 -2,174
Depreciation -463
Impairment losses (-) Reversal of losses (+) 1 4
Disposals -
Transfers and reclassifications -
Currency exchange differences -39
Accumulated depreciation and impairment 30.09.2023 -2,663
Total Right-of-Use Assets at 30.09.2023 including assets held for sale 1,896
Right of Use Assets 1,896
Right of Use Assets Held for Sale 0

Lease liabilities

Current lease liabilities < 1 year 585
whereof:
Lease liabilities Held for Sale 30.09.2023 0
Lease liabilities at 30.09.2023 2 148
Currency exchange differences 23
Reassessment of the discount rate on previous lease liabilities 0
Interest expense on lease liabilities 66
Leasing payments for the principal portion of the lease liability -501
New lease liabilities recognised in the period and adjustments 357
Total lease liabilities 01.01.2023 2 203
Summary of the lease liabilities in the financial statements
(Amounts in NOK million)

Non-current lease liabilities > 1 year 1 563

Note 10 Discontinued Operations

The board of XXL concluded its strategic review process of XXL's operations in Austria 21.12.2022 The decision is to exit the Austrian market during 2023 and the management considers that the disposal group is available for immediate sale in its present condition. Austria is consequently classified as a disposal group held for sale in the balance sheet and presented as discontinued operations in the income statement as of 31.12.2022. The comparative condensed consolidated income statement has been restated to show the discontinued operation separately from the continuing operations.

Summary of financial data for discontinued operations

(Amounts in NOK million) Q3 2023 Q3 2022 YTD 2023 YTD 2022 FY 2022
(Audited)
Total Operating Revenue 56 107 222 329 454
Cost of goods sold 21 67 160 213 366
Personnel expenses 11 20 57 71 98
Other operating expenses 36 20 85 67 112
Depreciation 5 15 51 28 48
Impairment Losses (+) Reversal of losses (-)* -9 - -9 0 -14
Total Operating Expenses 64 122 344 378 610
Operating Income -8 -16 -121 -49 -156
Net Financial Income (+) / Expense (-) -5 1 5 3 -6
Profit before income tax -14 -14 -116 -46 -162
Income tax expense 12 2 7 6 -31
Profit from Discontinued Operations -25 -16 -123 -52 -130
Net cash flow from operating activites -1 35 32 69 44
Net cash flow from investing activities - - - -0 -7
Net cash flow from financing activities -7 -33 -33 -66 -45
Net change in cash and cash equivalents -8 2 -1 3 -8
31.12.2022
(Amounts in NOK million) 30.09.2023 (Audited)
NON CURRENT ASSETS
Intangible Assets
Other Intangible Assets 2 2
Deferred tax asset -6 3
Total Intangible Assets -4 5
Fixed Assets 4 20
Right of Use Assets -0 99
Total Non Current Assets -0 123
CURRENT ASSETS
Inventory 7 96
Trade and Other Receivables 26 21
Cash and Cash Equivalents 25 23
Total Current Assets 57 140
TOTAL ASSETS 57 263
(Amounts in NOK million) 30.09.2023 31.12.2022
(Audited)
LIABILITIES
Other non-current liabilities
Lease Liabilites 0 69
Total other non-current liabilities 0 69
Total non-current liabilities 0 69
Current liabilities
Accounts Payable 22 12
Lease Liabilities - 33
Tax payable -0 -0
Public duties payable -4 9
Other current liabilities 31 37
Total current liabilities 48 91
TOTAL LIABLILITIES 48 160

The accompanying notes are an integral part of the Condensed Consolidated Interim Financial Statements

Note 11 Subsequent events

Reference is made to the stock exchange announcement published by XXL ASA ("XXL" or the "Company") on 15 June 2023 and 3 October 2023 regarding a reassessment of taxable income for the subsidiary XXL Sport & Villmark AS relating to the XXL group's international transfer pricing model.

On 3 October 2023 XXL received a demand for payment of NOK 90 million from the Norwegian tax authorities. XXL has paid the amount accordingly but does not agree with the reassessment. The amount is not based on a qualitative assessment of what is the expected outcome of the case. XXL has asked for MAP/APA negotiations between competent authorities in order to mitigate the net tax effects for the XXL group by adjustments to taxable income in another jurisdiction through mechanisms in relevant double taxation treaties between Norway and such jurisdiction and which could lead to a refund from that jurisdiction. XXL has also appealed the reassessment to the tax appeal board. The appeals process is put on hold pending MAP/APA negotiation.

Disclaimer

This report includes forward-looking statements which are based on our current expectations and projections about future events. All statements other than statements of historical facts included in this notice, including statements regarding our future financial position, risks and uncertainties related to our business, strategy, capital expenditures, projected costs and our plans and objectives for future operations, including our plans for future costs savings and synergies may be deemed to be forward-looking statements. Words such as "believe," "expect," "anticipate," "may," "assume," "plan," "intend," "will," "should," "estimate," "risk" and similar expressions or the negatives of these expressions are intended to identify forward-looking statements. By their nature, forward-looking statements involve known and unknown risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. You should not place undue reliance on these forward-looking statements. In addition any forward-looking statements are made only as of the date of this notice, and we do not intend and do not assume any obligation to update any statements set forth in this notice.

Definitions

Alternative Performance Measures (APM)

Certain financial measures and ratios related thereto in this quarterly report, including growth, gross profit, gross margin, EBIT, EBIT margin, EBITDA, EBITDA margin, working capital and Net Interest-Bearing Debt (collectively, the "Non-GAAP Measures"), are not specifically defined under IFRS or any other generally accepted accounting principles. These measures are presented in this quarterly report because they are among the measures used by Management to evaluate the cash available to fund ongoing, longterm obligations and they are frequently used by other interested parties for valuation purposes or as a common measure of the ability of a company to incur and meet debt service obligations. These measures may not be comparable to other similarly titled measures of other companies and are not measurements under IFRS or other generally accepted accounting principles, and you should not consider such items as alternatives to profit for the year, total operating revenues, operating income, or any other performance measures derived in accordance with IFRS, and they may be different from similarly titled measures used by other companies. All amounts in tables below are in NOK million.

All APMs are related to Continuing Operations. We refer to note 10 for details on Discontinued Operations.

EBIT

Our EBIT represents operating income.

EBITDA

Earnings before interest, tax, depreciation and amortisation (EBITDA) is a key financial parameter for XXL. Our EBITDA represents operating income plus depreciation

Reconciliation

Q3'23 Q3'22 YTD'23 YTD'22 FY22
Operating Income -155 54 -643 -59 -467
+ Depreciation 190 134 576 531 703
= EBITDA 35 187 -67 473 237

Like for Like

Like for Like include comparable stores and E-commerce. Comparable stores are stores that have been open all months of the current year and all months of the previous year. Stores that have been relocated or significantly expanded are excluded from Like for Like stores. Like for Like for the total Group is calculated with FX constant year over year to eliminate the FX effect.

Gross profit / Gross margin

Gross profit represents operating revenue less cost of goods sold. Gross margin is gross profit in per cent of revenue.

Reconciliation

Q3'23 Q3'22 YTD'23 YTD'22 FY22
Operating revenue 1 982 2 207 5 911 6 162 8 426
÷ Cost of goods
sold
1 320 1 436 4 090 3 889 5 705
= Gross profit 662 770 1 821 2 273 2 721
Gross margin 33.4% 34.9% 30.8% 36.9% 32.3%

Working capital

Working capital consists of trade and other receivables, accounts payables, inventory, public duties payable and other current liabilities.

OPEX

OPEX is defined as other operating expenses including personnel expenses, but excluding depreciation and amortization.

Reconciliation

Q3'23 Q3'22 YTD'23 YTD'22 FY22
Other operating
expenses
218 184 671 581 819
+ Personnel
expenses
408 399 1 217 1 219 1 655
= OPEX 626 583 1 889 1 800 2 484

Net interest-bearing debt (NIBD)

Net interest-bearing liabilities is defined as non-current interestbearing debt and current interest-bearing liabilities less cash and cash equivalents. NIBD does not include lease liabilities due to IFRS 16. Net debt is a measure of the Group's net indebtedness that provides an indicator of the overall balance sheet strength.

Reconciliation

Q3'23 Q3'22 FY22
Non-Current Interest
Bearing liabilities
229 491 494
+ Current Interest
Bearing liabilities
1 015 1 006 1 135
÷ Cash and Cash
Equivalents
357 487 552
÷ Cash and Cash
Equivalents (AHS)
25 27 23
= Net Interest
Bearing Debt
862 983 1 054

CAPEX

Capital expenditure is the sum of purchases of fixed assets and intangible assets as used in our cash flow. Capex is a measure of investments made in the operations in the relevant period and is useful to users of XXL's financial information in evaluating the capital intensity of the operations.

Liquidity reserve

Our liquidity reserve is defined as our available cash and cash equivalents plus available liquidity through overdraft and credit facilities.

Reconciliation

Q3'23 Q3'22 FY22
Cash and Cash Equivalents 357 487 552
Cash and Cash Equivalents (AHS) 25 27 23
+ Undrawn Credit Facilities 400 303 171
= Liquidity reserve 782 817 746

Ecommerce

Ecommerce is sales through online sales channels in comparison to sales through retail stores that are physical stores. Inventory per store

Total inventory divided on number of stores and number of Ecommerce markets at end of period.

= ( + )

IFRS 16 effects affecting EBITDA and EBIT

IFRS 16 was implemented for the Group 1 January 2019. EBITDA ex IFRS 16 effects and EBIT ex IFRS 16 effects represent our EBITDA and EBIT if IFRS 16 had not been implemented, respectively

Q3'23 XXL
Group
NOR SWE FIN HQ &
logistics
EBITDA
reported
35 107 30 29 -130
IFRS 16
effects
OPEX
-157 -64 -47 -33 -13
EBITDA
ex IFRS
16
effects
-122 43 -16 -4 -144
EBIT
Reported
-155 37 -23 -9 -160
IFRS 16
effects
affecting
EBIT
-20 -10 -6 -2 -2
EBIT ex
IFRS 16
effects
-175 27 -29 -11 -162
YTD'23 XXL
Group
NOR SWE FIN HQ &
logistics
EBITDA
reported
-67 293 -15 47 -390
IFRS 16
effects
OPEX
-470 -188 -144 -97 -40
EBITDA
ex IFRS
16
effects
-537 104 -160 -49 -431
EBIT
Reported
-643 85 -183 -66 -479
IFRS 16
effects
affecting
EBIT
-59 -30 -18 -6 -5
EBIT ex
IFRS 16
effects
-701 56 -201 -72 -484

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