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Elopak ASA

Quarterly Report May 4, 2023

3592_rns_2023-05-04_3bf470e6-87c5-44ad-beea-a0f839f21444.pdf

Quarterly Report

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First quarter 2023 report

2 Elopak

As worldwide makers of carton-based packaging, we are committed to remaining our customers' partner and the consumers' favorite, through relentlessly developing new solutions for an expanding range of content.

Applying market-leading technology, skills and natural material sourcing, we always aim to provide the highest quality products that leave the world unharmed.

This is Elopak

Elopak is a leading global supplier of liquid carton packaging and filling equipment. We use renewable, recyclable and sustainably sourced materials to provide innovative packaging solutions. Our iconic Pure-Pak® cartons are designed with the environment, safety and convenience front of mind. They offer a natural and convenient alternative to plastic bottles and fit within a low carbon circular economy.

As worldwide makers of carton-based packaging, we are committed to remaining our customers' partner and the consumers' favorite, through relentlessly developing new solutions for an expanding range of content. Applying market-leading technology, skills and natural material sourcing, we always aim to provide the highest quality products that leave the world unharmed.

Elopak was founded in Norway in 1957. Today, Elopak has its head office in Oslo, employs 2,600 people and sells in excess of 14 billion cartons every year across more than 70 countries. Our customers are private companies in food and retail. Elopak is a UN Global Compact participant member. We have set Science Based Targets to reduce emissions in line with the 1.5 degree trajectory, and aim to be Net-Zero by 2050. In 2021, we achieved a platinum rating by EcoVadis, making Elopak top 1% sustainable companies in the world.

Condensed Financial Report — Q1 2023 3

FIRST QUARTER 2023 HIGHLIGHTS

  • Record high quarterly revenues and adjusted EBITDA
  • Revenues increased by 26%, to EUR 283.4 million, driven by growth in EMEA and Americas
  • Organic growth was 16% adjusted for currency translation effects of EUR 3 million and new revenue from acquired businesses of EUR 18 million
  • Strong, profitable growth from acquired business in India
  • Adjusted EBITDA was EUR 41.0 million, an improvement of EUR 16.0 million
  • Strong cash flow generation, leverage ratio reduced to 2.7x

Summary of underlying financial results and liquidity

Quarter ended March 31
(EUR 1,000,000) 2023 2022 Change
Revenues 283.4 225.8 26 %
EBITDA1) 40.0 15.0 166 %
Adjusted EBITDA1) 41.0 25.0 64 %
Adjusted EBITDA margin 14.5 % 11.1 % 31 %
Profit from continuing operations 16.2 -2.5 -745 %
Adjusted profit for the period1) 15.5 9.7 60 %
Net debt 367.1 339.8
Leverage ratio1) 2.7 3.1
Adjusted basic and diluted earnings per share (in EUR) 0.06 0.04

1) Definition of Alternative Performance Measures, including specification of adjustments, at the end of this report

Revenue (EURm), CAGR (%)

Adjusted EBITDA (EURm) and margin (%)

CEO Comments: Strong start to the year

Elopak started the year with strong, profitable growth in the first quarter (Q1) as we continue to deliver on our sustainability-driven growth strategy. The most notable strategic achievements in the quarter were a very strong performance from our acquired business, and the launch of our second Pure-Fill Aseptic filling machine beta site in Europe.

Compared to the same quarter last year, Elopak reported revenue growth of 26% - or EUR 57.6 million – in Q1 2023. Adjusted for acquisitions and currency translation effects, the organic revenue growth was 16%. Adjusted EBITDA for the Group in Q1 grew by EUR 16.0 million to EUR 41.0 million, reflecting a 14.5% margin.

In Americas, our business delivered yet another quarter marked by strong, organic and profitable growth. This was driven by increased volumes to new customers as well as continuous efforts to strengthen our product portfolio. We signed new filling machine contracts with customers in the quarter following the strong interests for our solutions. Our Montreal plant contributed to the overall profitability by solid, reliable performance and reductions in waste. In summary, our Americas region is going from strength to strength, and I look forward to their continued development.

As part of our strategy to expand geographically, we completed two acquisitions in 2022, thereby establishing strongholds in the fast-growing MENA and India markets. Our acquired businesses in MENA and India have now been fully integrated and are developing well. In MENA, the present economic climate is affecting both production and milk consumption. We have managed this situation effectively so far after a slow

start in the beginning of the year. In India, I am excited to report that we experienced a strong Q1 both in terms of profitable growth and new customer partnerships, a development that was significantly better than anticipated.

Rolling-out our aseptic portfolio is another core tenet of our strategy and placing our new and innovative Pure-Fill filling machines at customer sites is an important step in this plan. Following the first installation of our new 2l Pure Fill machine with our customer Pfanner in Germany last year, this quarter Elopak installed the second Pure Fill machine platform at Garcia Carrion's site in Spain. The Pure Fill aseptic filling machine platform will produce all Elopak's aseptic Pure-Pak® cartons in the future and we are already seeing market interest from customers.

Innovation is key in our industry, which is why the installation of our new Shikoku Flex Pro machine for fresh cartons at a beta site with a European customer is of great significance. This is our latest fresh machine platform, which delivers the highest hygiene level in the industry and significantly extends the shelf life of our customers' products. Several machines are currently being installed, and we predict even stronger demand going forward.

In Q1, we published our Sustainability Report 2022. (https://sustainabilityreport2022.elopak.com/) Highlights include a 20% reduction in our own greenhouse gas emissions since 2020, putting us well on our way to reach our target to reduce emissions by 42% by 2030 in line with our SBT (science based target) commitment towards maximum 1.5˚. This is a key milestone on our journey towards Net-Zero and a 90% reduction across

all scopes, as approved by the Science Based Targets initiative. Additionally, Q1 saw the finalization of a Life Cycle Assessment done by the customer Postevand in Denmark, filling water in cartons for the Danish market. The study found that our Pure-Pak® carton has 17.7 % lower climate impact than the 100% recycled PET bottle.

Inflationary pressure in all markets and supply chain issues are challenges that affect our industry. Although the situation is improving on the supply chain front, these challenges are still impacting Elopak's filling machine and spare parts business. Recently, this challenging environment has also affected consumer behavior, leading to a preference towards typically lower-priced private label food and beverage products. Across the whole organization, we are working closely with our customers to minimize the impact of these challenges.

Due to the volatile macro-economic and geo-political environment, it is difficult to accurately predict our short-term performance. Raw material prices have been volatile for several quarters, and as an example, increased board costs came into effect at the end of Q1 and will have a full effect in Q2, impacting margins negatively. We have of course taken what mitigating steps we can to protect our margins from the volatility of raw material and utility costs. We are also experiencing significant inflationary pressures on other input costs, which we expect to impact our full year EBITDA margin in 2023 compared to current level. However, our ongoing, strategic initiatives to continue to grow our top-line and strengthen our results are progressing according to plan. We remain optimistic on the longer-term market fundamentals.

Elopak has made a strong start to the year, with profitable, organic growth underpinned by our core strategic goals. In the quarter we have delivered excellent performance across our whole business, especially in India, where our newly acquired operations have delivered results that are far better than anticipated. We have experienced some tailwinds in terms of pricing and input costs and we will likely see some volatility between quarters going forward, we remain committed to achieving our strategic objectives and expect to continue to grow our top-line and strengthen our results.

Thomas Körmendi Chief Executive Officer - CEO

FINANCIAL REVIEW

Geographic revenue (EURm)

Revenues

In the first quarter of 2023, revenues were EUR 283.4 million, an increase of 26% compared to same period last year, or EUR 57.6 million. Adjusting for currency translation effects (EUR to USD) and acquisitions, the increase was 16%, or EUR 35.9 million.

In EMEA, revenues increased by EUR 38.5 million compared to the same quarter last year. The acquired businesses in MENA and India contributed with a total of EUR 18.5 million in the quarter. The strong organic revenue development in the quarter was mainly a result of price increases. In terms of volume, the development in the quarter was slightly negative for Pure-Pak®, when adjusting for acquired business. Fresh volumes decreased mainly due to underlying

consumption decline. Aseptic Pure-Pak volumes grew, driven by placement of filling machines in the UHT segment. The revenue growth in EMEA was also partly driven by higher Roll-Fed volumes.

The Americas business performed well, with total revenue growth of 27% compared to first quarter of 2022 (21% adjusted for currency translation effects). Volumes continued to grow supported by onboarding of new customers, with positive development in most segments; fresh dairy, fresh juice and plant based. Sale of school milk cartons was in line with the same quarter last year. Pricing contributed positively from contract negotiations and pass-through of raw material. Pass-through of raw materials had a positive run rate impact on revenue as raw material prices increased significantly during 2022.

Adjusted EBITDA distribution (EURm)

Adjusted EBITDA

Adjusted EBITDA in the first quarter of 2023 increased by EUR 16.0 million, from EUR 25.0 million in 2022 to EUR 41.0 million in 2023. The adjusted EBITDA margin at 14.5 % is higher than the comparative period, due to the impact of price increases in EMEA that took effect earlier than the board price increases, margin accretive growth in new markets, and continued growth in Americas.

In EMEA, adjusted EBITDA increased by EUR 11.6 million compared to the same quarter last year. Adjusted EBITDA margin in the quarter was 14.8%, compared to 11.5% in the same period last year. As described in the report for fourth quarter of 2022, the unprecedented volatility on input factors, combined with customer prices adjusted on a less frequent basis has led to higher than normal volatility in the quarterly margins in the EMEA value chain. Margins dropped in the second half of 2021 due to increases in raw material costs, and margins increased in the second half of 2022 due to the corresponding implemented price increases. In early 2023 Elopak increased customer prices to reflect a significant contracted increase on costs of liquid paper board. While the quarter saw the full effect of the price increase, raw material costs did not increase as much as expected, this due to opening

balance inventory levels of liquid board purchased at a lower cost This upside will not continue into Q2, where Elopak will carry the full impact of the increased cost for liquid board. In manufacturing, production efficiency was good and in line with the comparable period. EBITDA from acquired business was EUR 3.8 million, with particularly strong performance of GLS Elopak in India.

In Americas, adjusted EBITDA increased by EUR 5.8 million compared to the same quarter last year. Adjusted EBITDA margin was 22.6%, compared to 18.6% in the same period last year, and compared to 21.6 % in the fourth quarter of 2022. Currency translation had a favourable impact of EUR 0.7 million in the quarter. The underlying improvement in EBITDA was a result of volume growth and continuous strengthening of the portfolio of customers and cartons. The raw material indexing in customer agreements continued to provide protection against the higher raw material costs. Operations in the Montreal plant remained strong supported by waste reductions.

The Group operating expenses increased from increased travel activity, acquired business and inflationary pressure on manning cost.

Operating profit

In the first quarter of 2023, operating profit increased by EUR 26.9 million, from EUR -2.3 million in same period last year to EUR 24.7 million in 2023.

In the comparable period, Elopak incurred EUR 7.3 million in impairments of current and non-current assets in Ukraine, reflecting the very high uncertainty related to plant utilization in Fastiv at that point of time. In the comparable period transaction cost related to the acquisitions in MENA and India was EUR 2.1 million and we also reported a EUR 3.9m loss on onerous contracts.

Depreciation and amortisation were EUR 2.2 million higher than the same period last year. This is mainly due to amortisation of non-current assets related to acquired business in MENA and India.

The remaining operating margin development is a result of the factors explained above in adjusted EBITDA section.

The following table provides a reconciliation from reported operating profit to EBITDA and adjusted EBITDA. For further details and definitions, we refer to the APM section in the back of this report.

Quarter ended March 31,
(EUR 1,000) 2023 2022
Operating profit 24,658 -2,260
Depreciation, amortisation and impairment adjusted 15,251 13,043
Impairment fixed and long term assets Ukraine 48 4,256
EBITDA 39,957 15,038
Total adjusted items with EBITDA impact - 9,017
Share of net income from joint ventures (continued operations) 2) 3) 1,012 912
Adjusted EBITDA 40,970 29,767

Reconciliation of Operating result, EBITDA and adjusted EBITDA

1) Share of net income and impairment on investment from joint ventures included in adjusted figures

2) See reconciliation of net income from joint ventures

Profit for the quarter

In the first quarter of 2023, profit before tax from continuing operations increased to EUR 18.1 million in 2023, up by EUR 17.9 million, from EUR 0.2 million in the same period of 2022.

Share of net income from joint ventures was EUR 1.0 million in the quarter, an increase of EUR 0.1 million from the same period in 2022.

Net financial expenses increased by EUR 9.1 million compared to last year. In the comparable period there was a EUR 3m positive impact from valua tion of interest rate derivatives. In 2023 financial expenses increased by EUR 4.8 million, driven by higher debt and higher interest rates.

Tax expense for the quarter was EUR 1.9 million, which is a reduction of EUR 0.8 million compared to same period last year. In the comparable period we assumed that impairments related to Russia and Ukraine are not tax deductible.

The expected tax at current statutory tax rates for the Group is approximately 24%, depending on the relative mix of profits and losses taxed at varying rates in the jurisdictions in which Elopak operates

Cash flow

Quarter ended March 31
(EUR 1,000) 2023 2022
Net cash flow from operations 49,387 -2,714
Net cash flow from investing activities -10,321 -94,150
Net cash flow from financing activities -48,299 94,543
Foreign currency translation on cash -737 625
Net increase/decrease in cash -9,969 -1,696

Cash flows

The key components of cash flow from operations are EBITDA, paid taxes and changes in working capital. For the first quarter 2023, cash flow from operations was EUR 49.4 million, reflecting a strong quarter both in terms of earnings and working capital. Cash from operations was positively impacted by reduced working capital, despite the 26 % top line growth. Inventories increased by EUR 8.9 million which is a normal development ahead of the peak season, but this was more than offset by customer payments. Prepayments on filling machine projects increased by EUR 10m reflecting progress in installations. We expect several projects to be finalized during the second quarter.

Net cash flow used in investing activities was EUR -10.3 million reflecting a normal level of manufacturing plant projects in Europe and Americas. In the comparable period the main investment was the acquisition of Naturepak.

Net cash flow from financing activities was EUR -48.3 million, reflecting down payment on bank loans following the strong cash from operations, increased interest expenses and normal level of lease payments.

Capital structure

Net interest-bearing bank debt has decreased from EUR 301 million at year end 2022 to EUR 276 million as of March 31, 2023. The main reason for the decrease is the strong EBITDA in the quarter, as explained in the cash flow section. In the first quarter the lease liability according to IFRS 16 was stable at EUR 91 million. Consequently, the Leverage Ratio as of March 31, 2023 was 2.7x which is a significant improvement from 3.3x reported as of December 31, 2022

For a specification of the net debt, please refer to Alternative Performance Measures section.

Equity increased by EUR 15.5 million, from EUR 268.0 million as of December 31, 2022 to EUR 283.5 million as of March 31, 2023. Total comprehensive income for the first quarter 2023 was EUR 15.3 million.

The Board confirms that the accounts are presented under a going concern assumption. Condensed consolidated quarterly financial statements

Consolidated statement of comprehensive income

Quarter ended March 31 Full year
(EUR 1,000) NOTE 2023 2022 2022*
Revenues 3 283,393 225,755 1,023,696
Other operating income 1 6 157
Total income 4 283,394 225,761 1,023,853
Cost of materials -182,158 -153,287 -681,474
Payroll expenses -47,054 -42,849 -176,721
Depreciation and amortization expenses 5 -15,223 -13,043 -61,528
Impairment of non-current assets -77 -4,256 -6,599
Other operating expenses -14,223 -14,586 -55,757
Total operating expenses -258,736 -228,021 -982,079
Operating profit 4 24,658 -2,260 41,774
Financial income and expenses
Share of net income from joint ventures 1,012 912 4,378
Financial income 702 3,452 10,305
Financial expenses -7,833 -3,008 -13,033
Foreign exchange gain/loss -409 1,140 2,983
Profit before tax from continuing operations 18,129 235 46,407
Income tax 6 -1,947 -2,743 -12,188
Profit from continuing operations 16,181 -2,507 34,220
Discontinued operations Russia 7 - -14,841 -23,622
Profit/loss (-) 16,181 -17,348 10,598
Profit attributable to:
Elopak shareholders 15,470 -17,348 10,857
Non-controlling interest 711 - -259
Basic and diluted earnings per share from continuing operations (in EUR) 0.06 -0.01 0.13
Basic and diluted earnings per share from discontinued operations (in EUR) 0.00 -0.06 -0.09
Basic and diluted earnings per share attributable to Elopak shareholders (in EUR) 0.06 -0.06 0.04

Other comprehensive income

Quarter ended March 31
(EUR 1,000) 2023 2022 2022*
Items that will not be reclassified subsequently to profit or loss
Actuarial gains/losses on defined benefit pension plans, net of tax 63 -21 20
Items reclassified subsequently to net income upon derecognition
Exchange differences on translation foreign operations Elopak shareholders -443 336 6,406
Exchange differences on translation foreign operations non-controlling interest -149 - -467
Net value gains/losses on cash flow hedges, net of tax -374 638 -6,972
Other comprehensive income, net of tax -903 953 -1,013
Total comprehensive income 15,279 -16,396 9,584
Total comprehensive income attributable to:
Elopak shareholders 14,716 -16,396 10,310
Non-controlling interest 563 - -726

Consolidated statement of financial position

March 31, March 31, December 31,
(EUR 1,000) NOTE 2023 2022 2022*
Non-current assets
Development cost and other intangible assets 67,973 76,133 71,331
Deferred tax assets 22,040 21,666 22,414
Goodwill 104,871 110,138 104,958
Property, plant and equipment 201,160 191,702 201,975
Right-of-use assets 5 77,582 57,061 76,784
Investment in joint ventures 37,328 29,959 34,673
Other non-current assets 18,965 14,479 19,841
Total non - current assets 529,919 501,139 531,976
Current assets
Inventory 195,547 154,572 187,207
Trade receivables 96,765 97,952 102,197
Other current assets 106,301 100,544 109,214
Cash and cash equivalents 15,913 22,567 25,883
Total current assets 414,526 375,634 424,502
Total assets 4 944,445 876,772 956,479

Consolidated statement of financial position continued

March 31, March 31, December 31,
(EUR 1,000) NOTE 2023 2022 2022*
EQUITY
Share capital 8 50,155 50,155 50,155
Other paid-in capital 8 70,196 70,320 69,987
Currency translation reserve -27,920 -33,547 -27,477
Cash flow hedge reserve -3,132 4,853 -2,758
Retained earnings 185,119 160,960 169,584
Attributable to Elopak shareholders 274,417 252,741 259,491
Non-controlling interest 9,039 0 8,477
Total equity 283,456 252,741 267,967
LIABILITIES
Non-current liabilities
Pension liabilities 2,471 2,603 2,668
Deferred taxes 6 16,921 18,628 17,240
Non-current liabilities to financial institutions 284,133 254,533 304,033
Non-current lease liabilities 74,349 61,205 73,536
Other non-current liabilities 2,686 1,468 1,867
Total non-current liabilities 380,561 338,437 399,344
Current liabilities
Current liabilities to financial institutions
6,630 29,572 21,682
Trade payables 118,660 119,031 124,038
Taxes payable 2,644 4,283 2,198
Public duties payable 26,646 20,476 22,682
Current lease liabilities 17,069 16,625 17,139
Other current liabilities 108,779 95,607 101,429
Total current liabilities 280,429 285,594 289,167
Total liabilities 660,989 624,031 688,512
Total equity and liabilities 944,445 876,772 956,479

*Audited

Jo Olav Lunder

Chairperson

Sanna Suvanto-Harsaae Board member

Skøyen, May 3, 2023

Trond Solberg

Board member

Erlend Sveva Board member

Anna Belfrage Board member

Anette Bauer Ellingsen Board member

Sid Johari Board member

Thomas Körmendi CEO

Consolidated statement of cash flows

Year to date ended March 31 Full year
(EUR 1,000) 2023 2022 2022*
Profit before tax from:
Continuing operations 18,129 235 46,407
Discontinued operations - -14,064 -22,825
Profit before tax (including discontinued operations) 18,129 -13,828 23,583
Interest to financial institutions 3,181 730 5,658
Lease liability interest 1,679 1,124 4,575
Profit before tax and interest paid 22,989 -11,974 33,815
Depreciation, amortization and impairment 15,300 27,105 76,118
Write-down of financial assets 1,678 500 500
Net unrealised currency gain(-)/loss -3,463 -1,455 2,297
Income from joint ventures -1,012 -912 -4,378
Net gain(-)/loss on sale of non-current assets 13 - 137
Taxes paid -816 -4,422 -13,683
Change in trade receivables 4,451 -7,005 -10,615
Change in other current assets 840 1,559 -16,391
Change in inventories -8,875 -9,250 -39,175
Change in trade payables -4,744 271 4,893
Change in other current liabilities 23,221 2,833 -8,117
Change in net pension liabilities -194 35 -307
NET CASH FLOW FROM OPERATIONS 49,387 -2,714 25,094
Purchase of non-current assets -8,946 -10,017 -43,714
Proceeds from sales of non-current assets - - 1,232
Proceeds from sales of business - - -
Acquisition of subsidiaries and joint ventures - -85,383 -88,262
Dividend from joint ventures - - -
Change in other non-current assets
-1,375 1,250 4,735
NET CASH FLOW FROM INVESTING ACTIVITIES -10,321 -94,150 -126,009
Proceeds of loans from financial institutions 294,256 271,068 1,178,067
Repayment of loans from financial institutions -334,764 -170,751 -1,030,217
Interest to financial institutions -3,181 -730 -5,658
Dividend paid - - -19,623
Capital increase - 84 -241
Lease payments -4,610 -5,128 -19,770
NET CASH FLOW FROM FINANCING ACTIVITIES -48,299 94,543 102,558
Foreign currency translation on cash -737 625 -22
Net increase/decrease in cash -9,969 -1,696 1,621
Cash at beginning of year 25,883 24,262 24,262

Consolidated statement of changes in equity

(EUR 1,000)

Currency
Other trans Cash flow Non-con
March 31, 2023 Share paid in lation hedge Retained trolling Total
Note capital capital reserve reserve earnings interests equity
Total equity 01.01 50,155 69,987 -27,477 -2,758 169,584 8,477 267,967
Profit for the period - - - - 15,470 711 16,181
Other comprehensive income for the period net - - -443 -374 63 -149 -903
of tax
Total comprehensive income for the period - - -443 -374 15,533 563 15,279
Share based payments - 209 - - - 209
Total capital transactions in the period 8 - 209 - - - - 209
Total equity 31.03 50,154 70,196 -27,920 -3,132 185,119 9,039 283,456

(EUR 1,000)

Currency
Other trans Cash flow Non-con
March 31, 2022 Share paid in lation hedge Retained trolling Total
Note capital capital reserve reserve earnings interests equity
Total equity 01.01 50,155 70,236 -33,883 4,215 178,330 0 269,054
Profit for the period - - -17,348 - -17,348
Other comprehensive income for the period net 336, 638 -21 - 953
of tax
Total comprehensive income for the period 336 638 -17,370, - -16,396
Share based payments - 84 - - - 84
Total capital transactions in the period 8 - 84 - - - - 84
Total equity 31.03 50,155 70,320 -33,547 4,853 160,960 0 252,741

Notes to the condensed interim financial statements

Note 1 — General information

The Elopak Group consists of Elopak ASA and its subsidiaries. Elopak ASA is a public limited company incorporated in Norway and listed on Oslo Stock Exchange. The Elopak Group is a leading global supplier of carton packaging and filling equipment, which supplies both the fresh and aseptic segments. The consolidated financial information has not been subject to audit or review.

All numbers are presented in EUR 1,000 unless otherwise is clearly stated. The subtotals in some of the tables may not equal the sum of the amounts shown due to rounding. Certain amounts in the comparable periods in the note disclosures have been reclassified to conform to current period presentation. This is particularly relevant for discontinued operations, which have been removed from the notes, which include continuing operations only. See note 7 Discontinued operations for more details.

The Board of Directors approved the condensed consolidated interim financial statements for the period ended March 31, 2023 on May 3, 2023.

Note 2 — Basis of preparation

The condensed consolidated interim financial statements have been prepared in accordance with International Financial Reporting Standard (IFRS), IAS 34 "Interim Financial Reporting". The condensed interim financial statements do not include all information and disclosures required in the annual financial statement and should be read in conjunction with the Group's Annual Report for 2022, which has been prepared according to IFRS as adopted by EU. The accounting policies applied in the preparation of the consolidated interim financial statements are consistent with those applied in the preparation of the annual IFRS financial statements for the year ended December 31, 2022.

The preparation of interim financial statements requires the Group to make certain estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income, and expenses. Estimates and judgements are continually evaluated by the company based on historical experience and other factors, including expectations of future events that are deemed to be reasonable under the circumstances. Actual results may differ from these estimates. The most significant judgements used in preparing these interim financial statements and the key areas of estimation uncertainty are the same as those applied in the consolidated annual report for 2022.

The annual report for 2022 provides a description of the uncertainties and risks for the business.

Note 3 — Revenues

The Group's revenues consist of revenue from contracts with customers (99%) and rental income from lease of filling equipment (1%). Revenues are primarily derived from the sale of cartons and closures, sales and rental income related to filling equipment and service. The tables include continuing operations only.

Revenues specified by geographical area

Quarter ended March 31
(EUR 1,000) 2023 2022
USA 53,707 40,114
Germany 38,734 36,548
Canada 18,369 14,393
Netherlands 13,304 15,237
Norway 6,873 7,969
Other 152,406 111,494
Total revenues 283,393 225,755

The revenues are specified by location (country) of the customer.

Revenues by product and operating segment

(EUR 1,000)

Other and
Quarter ended March 31, 2023 EMEA Americas eliminations Total
Cartons and closures 193,430 72,895 -1,056 265,269
Equipment 4,291 18 6 4,314
Service 12,837 - -177 12,660
Other 2,953 243 -2,047 1,149
Total revenues 213,511 73,156 -3,273 283,393
Other and
Quarter ended March 31, 2022 EMEA Americas eliminations Total
Cartons and closures 147,460 57,238 -582 204,115
Equipment 9,137 9 -4,492 4,654
Service 11,363 - -95 11,268
Other 7,078 419 -1,780 5,717
Total revenues 175,038 57,666 -6,949 225,755

Note 4 — Operating segments

Information reported to the Group's chief operating decision makers, the Group Leadership Team, for the purpose of resource allocation and assessment of segment performance is focused on two key geographical regions – EMEA and Americas. Key figures representing the financial performance of these segments are presented in the following note. GLS Elopak is included in EMEA. The tables include continuing operations only.

(EUR 1,000)

Other and
Quarter ended March 31, 2023 EMEA Americas eliminations Total
Total revenue and other operating income 213,511 73,156 -3,273 283,394
Operating expenses 1) -181,827 -57,643 -3,967 -243,436
Depreciation and amortization -12,850 -1,754 -619 -15,223
Impairment -77 - - -77
Operating profit 18,757 13,759 -7,859 24,658
EBITDA 2) 31,684 15,513 -7,240 39,957
Adjusted EBITDA 2) 31,684 16,526 -7,240 40,970
Total assets 953,510 163,207 -172,272 944,445
Purchase of non-current assets during the quarter 7,631 1,137 177 8,946
Other and
Quarter ended March 31, 2022 EMEA Americas eliminations Total
Total revenue and other operating income 175,044 57,666 -6,949 225,761
Operating expenses 1) -161,872 -47,881 -970 -210,723
Depreciation and amortization -10,798 -1,562 -684 -13,044
Impairment -4,256 - - -4,256
Operating profit -1,882 8,223 -8,602 -2,260
EBITDA 2) 13,172 9,785 -7,918 15,038
Adjusted EBITDA 2) 20,098 10,717 -5,848 24,967
Total assets 852,459 147,413 -123,099 876,772
Purchase of non-current assets during the quarter 102,850 1,511 -8,961 95,400

1) Operating expenses include cost of materials, payroll expenses, and other operating expenses.

2) See the APM disclosure for the reconciliation of EBITDA and adjusted EBITDA.

Note 5 — Leases

The Group as lessee

The Group leases several assets including buildings, plants, cars and filling machines.

Right-of-use assets

(EUR 1,000)

Property and Office and
March 31, 2023 buildings Machinery transport Total
Carrying amount 1.1 52,148 13,968 10,668 76,784
Additions and adjustments 3,283 46 899 4,227
Disposals - - -13 -13
Current year depreciation charge -1,128 -1,325 -963 -3,416
Carrying amount at 31.03 54,302 12,689 10,591 77,582
Property and Office and
March 31, 2022 buildings Machinery transport Total
Carrying amount 1.1 38,652 12,986 11,314 62,952
Additions and adjustments 10 9 867 886
Disposals - -13 -3 -15
Current year depreciation charge -1,092 -1,193 -929 -3,214
Discontinued operations (note 7) -3,459 - -83 -3,542
Impairment losses - -5 - -5
Carrying amount at 31.03 34,111 11,784 11,167 57,061

The Group has one significant purchase option for the purchase of the High Bay warehouse lease agreement, which commenced in November 2022. This purchase option can be exercised in 2042 and the purchase price is market value at exercise date. An exercise of the purchase option is not considered to be reasonably certain, hence it is not recognized.

The gross additions to right-of-use assets, excluding adjustments to existing contracts, were EUR 3,989 thousand in Q1 2023. The expired and terminated contracts in 2023 were replaced by new leases for similar underlying assets. Expenses related to short-term leases were EUR 35 thousand in 2023. Expenses related to low value assets were EUR 1 thousand in 2023. Expenses related to variable payments not included in the measurement of lease liabilities were EUR 57 thousand in 2023.

The Group has signed contracts for Tethered Cap lines with a lease term of 5 years and a nominal value of EUR 45,284 thousand, which will commence at different stages during 2023 and Q1 2024

Note 6 — Income tax

Due to NOK recognition for tax purposes of Elopak ASA, the currency effects in the first quarter of 2023 decreased the tax expense by EUR 2,570 thousand compared to a decrease by EUR 1,167 thousand in the first quarter of 2022.

Note 7 — Discontinued operations

On July 15, 2022 Elopak ASA and Packaging Management and Investing LLC, a company beneficially owned by management of JSC Elopak, reached an agreement for the sale and purchase of all of Elopak's shares in JSC Elopak. This represented a full divestment by Elopak from its existing Russian operations.

Transfer of the shares in JSC Elopak was carried out in February 2023 after officially approval from the Russian Government. However, the terms of the SPA implied that Elopak lost control of JSC Elopak on the date it was signed, hence the entity was deconsolidated from Q3 2022.

As Elopak's operations in Russia represented a single major geographical area of operations and previously have been presented as a separate reporting segment, this agreement led to Elopak presenting the operations in Russia as discontinued operations in the consolidated statement of comprehensive income and in the statement of cash flows. Comparative figures have been reclassified, and all note disclosures presenting details from the statement of comprehensive income have been restated to conform to current period presentation, including only continuing operations.

The purchase price is payable in five annual instalments. The receivable was measured and recognized at the share's fair value on the transaction date. After initial recognition the receivable is being measured at amortized cost.

Note 7 — Discontinued operations continued

Discontinued operations

Quarter ended March 31
(EUR 1,000) 2023 2022
Revenues - 17,599
Total income - 17,599
Cost of materials - -16,135
Payroll expenses - -1,202
Depreciation, amortisation and impairment - -9,806
Other operating expenses - -2,933
Total operating expenses - -30,075
Operating profit - -12,476
Net financial income - -1,587
Profit before tax - -14,064
Income tax - -778
Results from discontinued operations, net of tax - -14,841
Loss on sale of discontinued operations - -
Income tax on gain on sale - -
Profit/loss from discontinued operations - -14,841
Net cash flow from operating activities - -2,756
Net cash flow from investing activities - 3,170
Net cash flow from financing activities - 1,821
Foreign currency translations - -117
Net change in cash and cash equivalents - 2,119

Note 8 — Equity and shareholders information

As of March 31, 2023, the share capital is NOK 376,906,620 (EUR 50,155,321) and the total number of shares outstanding for Elopak ASA is 269,219,014, each with a face value of NOK 1.4 (EUR 0.19). All shares have equal voting rights and all authorized shares are issued and fully paid.

Treasury shares / Share-based bonus:

As of March 31, 2023, the balance of treasury shares is 5,519. The treasury share capital is EUR 1 thousand and the treasury share premium is EUR 8 thousand.

Share capital

Number of shares

2023 Ordinary shares Treasury Ordinary shares
issued shares outstanding
Shares at 1.1 269,219,014 5,519 269,213,495
Shares at 31.03 269,219,014 5,519 269,213,495
Ordinary shares Treasury Ordinary shares
2022 issued shares outstanding
Shares at 1.1 269,219,014 - 269,219,014
Treasury shares purchased - -170,000 -170,000
Treasury shares re-issued - 164,481 164,481
Shares at 31.12 269,219,014 5,519,00, 269,213,495

Basic and diluted earnings per share

Quarter ended March 31
(EUR 1,000, except number of shares) 2023 2022
Profit attributable to Elopak shareholders 15,470 -17,348
Issued ordinary shares at beginning of period, adjusted for share split in the period 269,219,014 269,219,014
Effect of shares issued -5,519 -
Weighted-average number of ordinary shares in the period 269,213,495 269,219,014
Basic and diluted earnings per share attributable to Elopak shareholders (in EUR) 0.06 -0.06

Note 9 — Financial risk management

Derivatives

March 31, 2023 March 31, 2022
(EUR 1,000) Assets Liabilities Total Assets Liabilities Total
Currency derivatives 937 4,171 -3,234 1,240 2,650 -1,410
Commodity derivatives - 1,946 -1,946 6,060 - 6,060
Interest derivatives 6,602 176 6,426 1,702 27 1,675
Total 7,540 6,293 1,246 9,002 2,678 6,325

The full fair value of a derivative is classified as "Other non-current assets or "Other non-current liabilities" if the remaining maturity of the derivative is more than 12,months and, as "Other current assets" or "Other current liabilities", if the maturity of the derivative is less than 12,months. The fair value estimation of derivative financial instruments has been arrived at by applying a level 2,valuation methodology which uses inputs other than unadjusted quoted prices for identical assets and liabilities, with changes in fair value are therefore recognized in the income statement. No other material financial assets or liabilities are measured at fair value through profit or loss.

Where eligible, derivatives used for hedging are designated in cash flow hedge accounting relationships.

Note 10 — Subsequent events

On April 11, 2023 a new grant of 1,197,376 performance share units was made in Elopak's long-term incentive program for eligible employees. The terms and conditions described in note 8 of the 2022 Annual report apply. The vesting period is 2023-2026.

Alternative Performance Measures (APMs)

The Group prepares and reports its consolidated financial statements in accordance with International Financial Reporting Standards as issued by the IASB and as endorsed by the EU (IFRS). In addition, the Group presents several Alternative Performance Measures (APMs).

In accordance with European Securities and Market Authority (ESMA) guidelines dated May 10, 2015, an APM is understood as a financial measure of historical or future financial performance, financial position, or cash flows, other than a financial measure defined or specified in the applicable financial reporting framework (IFRS). It should be noted that these measures do not have any standardized meaning prescribed by IFRS and therefore are not necessarily comparable to the calculation of similar measures used by other companies. The APMs are regularly reviewed by the Group's management. The APMs are reported in addition to but are not substitutes for the Group's consolidated financial statements, prepared in accordance with IFRS.

The APMs provide supplementary information to measure the Group's performance and to enhance comparability between financial periods. The APMs also provide measures commonly reported and widely used by investors, lender, and other stakeholders as an indicator of the Group's performance. These APMs are among other, used in planning for and forecasting future periods, including assessing our ability to incur and service debt including covenant compliance. APMs are defined consistently over time and are based on the Group's consolidated financial statements (IFRS).

EBITDA

EBITDA is a measure of earnings before interest, taxes, depreciation, amortization, and impairments. The Group presents this APM because management considers it to provide useful supplemental information for understanding the overall picture of profit generation in the Group's operating activities and for comparing its operating performance with that of other companies.

Adjusted EBITDA

Adjusted EBITDA is a measure of EBITDA adjusted for certain items affecting comparability (the Adjustment items) and further including the Group's share of net income from joint ventures (continued operations) presented as part of financial income and expenses. The Group presents this APM because management considers it to be an important supplemental measure for understanding the underlying profit generation in the Group's operating activities and comparing its operating performance with that of other companies.

Adjusted profit

Adjusted profit attributable to Elopak shareholders represents the Group's profit attributable to Elopak shareholders adjusted for certain items affecting comparability, taking into account the Adjustment items, related estimated calculatory tax effects based on a 24% statutory tax rate and excluding historical share of net income from joint ventures that have been discontinued. The Group presents this APM because management considers it to provide useful supplemental information for understanding the Group's profit attributable to Elopak shareholders and for comparability purposes with other companies.

Adjusted basic and diluted earnings per share (Adjusted EPS)

Adjusted EPS represents adjusted profit attributable to Elopak shareholders divided by weighted average number

of ordinary shares – basic and diluted. Elopak presents adjusted basic and diluted earnings per share because management considers it to be an important supplemental measure for understanding the Group's underlying profit for the year (period) on a per share basis and comparing its profit for the year (period) on a per share basis with that of other companies in the industry..

Net debt

Net debt is a measure of borrowings (including liabilities to financial institutions before amortization costs and including lease liabilities) less cash and cash equivalents for the period. The Group presents this APM because management considers it as a useful indicator of the Group's indebtedness, financial flexibility and capital structure because it indicates the level of borrowings after taking into account cash and cash equivalents within the Group's business that could be utilized to pay down outstanding borrowings. Net debt is also used for monitoring the Group's financial covenants compliance by management.

Net debt/adjusted EBITDA (Leverage ratio)

Leverage ratio is a measure of net debt divided by adjusted EBITDA. The Group presents this APM because management considers it as a useful indicator of the Group's ability to meet its financial obligations. Net debt/ adjusted EBITDA is also used for monitoring the Group's financial covenants compliance by management.

Quarter ended March 31,
(EUR 1,000) 2023 2022
Impairment non current assets Ukraine 48 4,256
Impairment current assets Ukraine - 3,007
Onerous contracts - 3,940
Transaction costs - 2,070
Total adjusted items 48 13,273
Calculatory tax effect 1) - -1,063
Total adjusted items net of tax 48 12,210

Items excluded from adjusted EBITDA

1)Calculatory tax effect on adjusted items at 24%

Reconciliation of EBITDA and adjusted EBITDA

Quarter ended March 31,
(EUR 1,000) 2023 2022
Operating profit 24,658 -2,260
Depreciation, amortisation and impairment adjusted 15,251 13,043
Impairment fixed and long term assets Ukraine 48 4,256
EBITDA 39,957 15,038
Total adjusted items with EBITDA impact - 9,017
Share of net income from joint ventures (continued operations) 2) 3) 1,012 912
Adjusted EBITDA 40,970 24,967

2) Share of net income and impairment on investment from joint ventures included in adjusted figures

3) See reconciliation of net income from joint ventures

Adjusted profit attributable to Elopak shareholders

Quarter ended March 31,
(EUR 1,000) 2023 2022
Profit 15,470 -2,507
Total adjusted items net of tax 48 12,210
Adjusted profit 15,518 9,703

Net debt and leverage ratio

Quarter ended March 31,
(EUR 1,000) 2023 2022
Bank debt 1) 285,000 255,000
Overdraft facilities 6,630 29,572
Cash and equivalents -15,913 -22,567
Lease liabilities 91,419 77,830
Net debt 367,135 339,835

1) Bank debt is excluding amortized borrowing costs of EUR 867,thousand as of March 31, 2023,and EUR 467,thousand as of March 31, 2022

Leverage ratio 2) 2.7 3.1

2) Leverage ratio per March 31, 2023,is calculated based on last twelve months adjusted EBITDA of EUR 135,415,thousand

Adjusted Earnings per share

Quarter ended March 31,
(EUR 1,000 except number of shares) 2023 2022
Weighted-average number of ordinary shares 269,213,495 269,219,014
Profit 15,470 -2,507
Adjusted profit 15,518 9,703
Basic and diluted earnings per share (in EUR) 0.06 -0.1
Adjusted basic and diluted earnings per share (in EUR) 0.06 0.04

Reconciliation of net income from joint ventures

Quarter ended March 31,
(EUR 1,000) 2023 2022
Lala Elopak S.A. de C.V. 727 668
Impresora Del Yaque 286 265
Elopak Nampak Africa Ltd -1 -20
Total share of net income joint ventures 1,012 912
Share of net income joint ventures continued operations 1,012 912
Share of net income continued operations 1,012 912

Responsibility statement

We confirm to the best of our knowledge that the condensed set of financial statements for the period January 1 to June 30, 2022 has been prepared in accordance with IAS 34 – Interim Financial Reporting, and gives a true and fair view of the Elopak Group's assets, liabilities, financial position and result for the period. We also confirm to the best of our knowledge that the financial review includes a fair review of significant events that have occurred during the financial period and their impact on the financial statements, any significant related parties transactions and a description of the principal risks and uncertainties for the financial period.

Elopak Group Consolidated Financial Statements

Skøyen, May 3, 2023 Board of Directors in Elopak ASA

Jo Olav Lunder Chairperson

Trond Solberg Board member

Anna Belfrage Board member

Sid Johari Board member

Sanna Suvanto-Harsaae Board member

Erlend Sveva Board member

Anette Bauer Ellingsen Board member

Thomas Körmendi CEO

Additional information

CONTACT INFORMATION

Mirza Koristovic Head of Investor Relations +47 938 70 525

Bent Axelsen

Chief Financial Officer +47 977 56 578

FINANCIAL CALENDAR

May 4, 2023 Quarterly Report – Q1 May 11, 2023 Annual General Meeting August 17, 2023 Half-yearly Report November 2, 2023 Quarterly Report-Q3

Elopak reserves the right to revise the dates

Cautionary note

The interim report contains certain forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "plans", "targets", "aims", "believes", "expects", "anticipates", "intends", "estimates", "will", "may", "continues", "should" and similar expressions. Any statement, estimate or projections included in the Information (or upon which any of the conclusions contained herein are based) with respect to anticipated future performance (including, without limitation, any statement, estimate or projection with respect to the condition (financial or otherwise), prospects, business strategy, plans or objectives of the Group and/or any of its affiliates) reflect, at the time made, the Company's beliefs, intentions and current targets/aims and may prove not to be correct. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. No representation or warranty is given as to the completeness or accuracy of any forwardlooking statement contained in the Information or the accuracy of any of the underlying assumptions.

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