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Envipco Holding N.V.

Quarterly Report Nov 24, 2022

3836_rns_2022-11-24_894f1e39-1243-44d5-9aac-2b315b34d24f.pdf

Quarterly Report

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Envipco Holding N.V.

Interim Financial Report | Third Quarter 2022

Highlights 4
CEO comment 4
Key Figures 5
Financial Review 5
Operations 8
Market developments 10
Outlook 11
Share information 12
Transactions with related parties 12
Subsequent events 12
Interim financial statements (IFRS) 13
Consolidated Statement of Comprehensive Income 13
Consolidated Balance Sheet 14
Consolidated Cash Flow Statement 15
Consolidated Statement of Changes in Equity 16
Selected Explanatory Notes 17

This is Envipco

Envipco is a recycling technology company. We have over four decades of experience delivering thousands of reverse vending machines (RVMs) and systems to leading customers operating deposit return schemes (DRS) across the world. We bring a broad technology portfolio, an agile and partnership approach, and deep experience operating and involvement in DRS. Known and recognized for our service delivery, we offer compelling competitive products and solutions in our chosen markets.

Targeting key global markets

Highly competitive with ability to capture new market growth

Highlights

  • Record quarter with revenue of EUR 17.5 million in Q3'22, representing 83% year-on-year growth
  • Europe with all-time-high revenue of EUR 7.2 million, primarily driven by 415% year-on-year growth in RVM sales, including the second half of the Malta installations
  • 30% year-on-year revenue growth to EUR 10.2 million in North America, driven by growth in both Program Service volumes and RVM sales
  • Gross margin of 28.0% in Q3'22 down from 35.6% in Q3'21 due to effects from RVM sales in Greece, ex-Greece gross margin of 32.2% for the quarter
  • Obtained Cicero Dark Green rating for Green Finance framework.

Subsequent events

  • Significant November win with MOL group in Hungary for approximately 2,300 machines for delivery in 2023/24 with future expansion opportunity of additional 2,000 machines
  • Wins with two separate leading Scottish retailers for a total of approximately 550 machines across all locations, contributing to a strong 2023 orderbook

CEO comment

"Q3 has been another record revenue quarter for the business as we complete delivery of machines for Malta and recent US expansion. We have seen very strong momentum in the business as demonstrated by the announced commercial wins in Scotland and Hungary heading into 2023. These wins certainly support the important market development and organizational investments we have made the past two years as we prepare for this exciting, sustained growth period ahead." – Simon Bolton, CEO

in EUR millions Q3 2022 Q3 2021 9M 2022 9M 2021 FY 2021
Revenues 17.5 9.5 44.5 26.1 38.4
Gross Profit 4.9 3.4 13.9 9.5 13.4
Gross profit % 28.0% 35.6% 31.1% 36.5% 35.0%
Operating Expenses 5.9 3.4 16.3 10.6 14.7
EBIT 0.9* (0.1) (0.4) 2.5* 2.3*
Net profit/(loss) after taxes after minority (0.5) (0.4) (2.3) 1.5 0.6
EBITDA 2.1 0.7 2.8 5.0 5.5
Earnings/(loss) per share in € (0.01) (0.01) (0.05) 0.03 0.01
Shareholders' equity 33.6 30.9 33.6 30.9 30.5

Key figures

* Including other income '22 of 1.9 million positive (PPP forgiveness) and '21 3.4 million positive (DPG settlement, PPP forgiveness).

Financial review

Profit and loss

Third quarter 2022

Revenue in the third quarter of 2022 amounted to EUR 17.5 million, up 83% from EUR 9.5 million in the third quarter of 2021. Revenue growth was primarily driven by strong year-on-year growth in machine sales in Europe, supported by continued growth in RVM sales and program services in North America. RVM sales reached EUR 8.6 million (+322%) and program services amounted to EUR 8.9 million (+19%) in the quarter.

Total gross profit came in at EUR 4.8 million in Q3'22, up from EUR 3.4 million in Q2'21, representing a gross margin of 28.0%. The gross margin was negatively affected by sales to Greece in the quarter, ex-Greece sales gross margin was 32.2% for the quarter, largely in line with previous quarters. In support of our Greece distributors efforts to establish a pre-DRS market position, the company provided 15 Quantum machines at significantly reduced margin. The Greece market represents a substantial business opportunity should our distributor succeed in this pre-DRS strategy. Beyond a few additional low margin units delivered in Q4'22, going forward we expect more normalized margins. Margin pressures are expected to continue stabilizing over the medium term and improve as the company continues to scale its manufacturing platforms. Envipco is continuously working towards improved margins by identifying supply chain and operational efficiencies combined with executing on pricing opportunities.

Total operating expenses amounted to EUR 5.9 million in the quarter, compared to EUR 3.4 million in Q3'21 and EUR 5.8 million in Q2'22. The year-on-year increase is mainly driven by scaling of operations in production centers (+ EUR 1.6 million), increased sales and marketing activities, especially in Romania and Malta (+ EUR 0.5 million) and foreign exchange (+ EUR 0.4 million). Overall, these planned investments continue to be critical to enable profitable growth and capitalize on upcoming business opportunities as more European countries introduce DRS regulations.

Resulting EBITDA for Q3'22 was EUR 2,1 million, up from EUR 0.7 million in Q3'21. This quarter includes EUR 1.9 million in Other Income, related to forgiveness of the previously announced loan under the US Paycheck Protection Program (PPP). Net Loss for the quarter amounted to EUR 0.5 million, compared to a Net Loss of EUR 0.4 million in Q3'21.

Revenue categories (EUR million)

*Machine and Parts Sales include sales of RVMs and parts. Program Services include Lease, Service and Pick-up & Processing revenues.

Cash Flow

Cash generated from operating activities amounted to negative EUR 5.9 million for 9M 2022 (versus positive EUR 3.7 million for 9M 2021). This includes inventory buildup in production sites Naugatuck, Westerkappeln and Alba Iulia of EUR 8.0 million, mainly in preparation for Scottish and Greek orders for Q4 2022 and 2023.

Cash flow from investing activities was negative EUR 3.2 million, related to capitalized R&D of EUR 1.2 million and investments for production in the US and Romanian facilities of EUR 2.1 million.

Cash flow from financing activities for 9M'22 was positive EUR 6.8 million compared to positive EUR 5.0 million in 9M'21. The financing cash flow in the first nine months of 2022 consisted of EUR 9.1 million in proceeds from a EUR 2.9 million term loan secured in June 2022 and EUR 6.2 million utilization of credit facilities, next to repayments of borrowings of EUR 1.7 million and change in lease commitments of EUR 0.5 million.

Net change in cash and cash equivalents was negative EUR 2.4 million during 9M'22, compared to positive EUR 5.3 million for the corresponding period in 2021. Total cash holdings amounted to EUR 0.7 million per 30 September, down from EUR 6.6 million 12 months earlier which was supported by EUR 7.4 million in proceeds from the Euronext Growth share issue in February 2021. In addition to cash holdings, the Company has an available line of credit of EUR 1.0 million.

Envipco is progressing with debt financing opportunities to finance cash requirements to fund its growing order book, especially for Scotland and Hungary.

Financial position

On 30 September 2022, Envipco had total assets of EUR 66.5 million, compared to EUR 50.1 million as of 30 September 2021.

Total equity amounted to EUR 33.6 million at the end of 9M'22, giving an equity ratio of 51%, compared to EUR 30.9 million and 62% as of 30 September 2021.

Total borrowings at the end of the period amounted to EUR 13.6 million, including EUR 9.1 million in proceeds from term loan and credit facility utilization. The second PPP loan of EUR 1.9 million was forgiven in Q3'22, which was recognized as other income. Borrowings amounted to EUR 7.2 million as of 30 September 2021.

Borrowings – Third Parties

in EUR thousands 9 months to
30 Sep 2022
9 months to
30 Sep 2021
At beginning of period 7 062 8 825
Additions 9 056 1 621
Repayments (3 693) (3 657)
Translation effect 1 180 429
At end of period 13 606 7 219

Operations

(figures in EUR Million) Q3 2022 Q3 2021 9M 2022 9M 2021 FY 2021
Revenues 17.5 9.5 44.5 26.1 38.4
North America* 10.2 7.8 31.0 21.7 31.2
Europe 7.2 1.7 13.5 4.4 7.2
Gross profit 4.9 3.4 13.9 9.5 13.4
Gross profit % 28.0% 35.6% 31.1% 36.5% 35.0%
Operating expenses ex New Market Development (5.5) (3.1) (15.0) (9.9) (13.5)
New market development (0.4) (0.3) (1.2) (0.7) (1.2)
Total operating expenses (5.9) (3.4) (16.3) (10.6) (14.7)
Other Income 2.0 (0.0) 2.0 3.6 3.6
EBIT 0.9 (0.1) (0.4) 2.5 2.3

*Including Rest of the World (RoW).

North America

  • 30% year-on-year revenue growth to EUR 10.2 million, driven by strong growth in both Program Service volumes and RVM sales along with positive currency effects
  • While maintaining program services momentum, we expect some decline in Q4'22 and Q1'23 RVM sales compared to the strong performance last year and Q1'22 tied to the drug and discount stores expansion in Connecticut

North America delivered revenues of EUR 10.2 million in Q3'22, up 30% from EUR 7.8 million in Q3'21. Machine sales amounted to EUR 1.6 million, up 137% from EUR 0.7 million last year. Program services revenue in North America increased by 20% to EUR 8.6 million compared to EUR 7.2 million in Q3'21, resulting from recovery of container volumes and improved service income during the period.

Envipco will realize increased service income in 2023 as machines orders received and installed during Q4'21 and during 2022 will come off warranty. We also expect continued orders from our Oregon technology agreement and improved program services volume in Connecticut with additional range of containers being included with effect from January 2023. Several opportunities are also expected to materialize in North America in the medium-term, including California which has passed USD 220 million in subsidies over three years to increase recycling rates and provide financial support for the acquisition of RVM's, a revised DRS scheme in Quebec and the CT deposit value doubling to \$.10 per container commencing January 2024. The company also is monitoring potential passage of a modernization bill in Massachusetts which will decided in 2023.

Europe

  • Record quarter with revenue of EUR 7.2 million, up 331% from EUR 1.7 million in Q3'21
  • Significant November win with MOL Group Hungary for approximately 2,300 machines in 2023/2024 with future expansion opportunity of additional 2,000 machines
  • Two tier one Scottish retailer wins amounting to 550 machines deploying the companies Flex and Optima platforms
  • Strong orderbook now developed for Q4'22 and through 2023
  • Anticipated further tenders to be concluded in Q4'22 and early Q1'23

Sales in Europe came in at EUR 7.2 million in the third quarter, up 331% from EUR 1.7 million in Q3'21. Machine sales amounted to EUR 7.0 million (+415%) primarily driven by EUR 3.3 million from the Malta contract and EUR 1.7 million in sales from Greece. Revenue from Sweden were in line with the previous quarter and amounted to EUR 1.5 million, consisting of sustained Quantum machine sales.

The company is currently experiencing a significant momentum in new European markets as Deposit Return Scheme (DRS) approaches go-live. In November, the company achieved a significant win with MOL Group Hungary, the DRS operator in the country, for approximately 2,300 machines in 2023 and 2024. There is also a potential expansion opportunity of additional 2,000 machines as part of a multi-year contract across the country. In addition, Envipco was selected as RVM technology provider for two major Scottish retailers, representing installation of 350 and 200 machines respectively. The sum of these contracts gives a strong growth trajectory for the company in the years to come, with machine sales and subsequent recurring program services.

Operational and organizational development

Envipco is continuously growing and improving the organization to enable scale and expansion in new and existing markets. The production facilities in Romania and the US are being prepared for larger scale to support the significant rollout being planned during 2023. As this volume is made and delivered Envipco expects operational leverage and reduced freight costs to positively impact gross margins in the medium term.

Market developments

There is pronounced increase in activity in a number of markets as a result of legislative movement, customer engagement, and the Company's specific market development plans. This activity is seen in both North America and Europe. In all cases this has resulted in specific awards, working with potential customers through pilots, or building a pipeline of commercial opportunities, specifically:

UK/Scotland/Ireland: Three tier one retailer wins to date and final stage negotiations of open tenders to be concluded by year end. Scotland is still on track for the announced go-live in August 2023. Go-live for Ireland and the UK are anticipated for 2024.

Malta: Successful DRS go-live achieved on 14 November 2022. System is fully functional with over 100k containers recovered within the first 2 days through Envipco RVMs across the country.

Portugal: Continued expectation of DRS go-live in early '24. We continue to engage retailers and wider stakeholders to support this timeline.

Romania: Operator has been appointed and activities now accelerating for an expected go-live early '24. Envipco remains fully engaged with retailers and municipalities and expect conclusion of some tender processes by end 2022.In addition to continue to prepare our Romanian manufacturing plant for 2023 volume.

Hungary: As announced, Envipco was successful in being selected as one of only two RVM Technology Providers for the coming national DRS by the MOL group. This process was accelerated to allow machine and service delivery to support a target go-live January 2024.

North America: Positioning the North America business team on legislative initiatives in Massachusetts, New York, Connecticut and California and Quebec. Continued focus on OBRC technology agreement to replace competitor installations with new RVM's in Oregon.

ROW: ROW activities mainly include Australia where the company is engaged with our distributor in a tender process with the Victorian government. Further opportunities are being pursued in the Australian states of Queensland and Western Australia. The company is also monitoring potential DRS opportunity in the state of Tasmania

Outlook

Envipco is seeing an acceleration in demand for its RVM technology as DRS approaches go-live or is moving into a detailed planning stage now in an increasing number of countries and geographies. We have seen continued growth and have announced new contract wins with major customers that provide significant proof points for the current positive market dynamics, value of our technology, and the relevance of our strategy. The recent wins in Europe provide an aggregate opportunity pipeline of thousands of machines over the coming years, and the company is continuing to pursue upcoming opportunities in additional markets. The combined outlook provides a strong trajectory and has built a very solid orderbook which will underpin 2023 growth and beyond.

With completion of the initial Malta orders in Q3'22 and also considering lower expected RVM sales in North America for Q4'22 compared to the prior year, we anticipate moderating Q4'22 revenue as we prepare for an exciting 2023.

Gross margin continues to be a focus area and while we see some stabilization, uncertain economic and geopolitical climates along with inflationary pressures require constant attention. Envipco is driving initiatives for margin expansion and will look to leverage increased scale going forward to optimize cost.

The current market momentum is strong and commercial activities are increasingly reflecting the entry of DRS in Europe. Envipco continues to build the organization and to put adequate long-term financing in place to be in pole position to be successful in new markets, as we recently have demonstrated in Hungary and Scotland. We remain confident in our strategy, our investments, and our ability to deliver strong growth and execute on our long-term revenue and gross margin targets. We are excited to be creating a cleaner world for future generations through our recycling technology.

Share information

The Company's authorized capital is EUR 4,000,000 divided into 80,000,000 shares, each having a nominal value of EUR 0.05. The issued share capital of the Company currently amounts to EUR 2,302,564 divided into 46,051,280 shares, each having a nominal value of EUR 0.05. These numbers include the effects of the 1:10 share split, as executed at the end of Q2 2021.

The Group has been notified of or is aware of the following 3% or more interests as of 30 September 2022.

Number of Shares Shareholding
%
Voting Rights
%
Alexandre Bouri/Megatrade International SA 21 680 680 47.08 47.08
Gregory Garvey 5 476 980 11.89 11.89
Otus Capital Management Ltd 2 477 207 5.38 5.38
Lazard Freres Gestion SAS 2 225 320 4.83 4.83
R. J. Lincoln 1 717 440 3.73 3.73
B. Santchurn/Univest Portfolio Inc. 1 554 800 3.38 3.38

Directors' interest in the share capital of the Group

Number of Shares Shareholding
%
Voting Rights
%
A. Bouri/Megatrade International SA 21 680 680 47.08 47.08
G. Garvey 5 476 980 11.89 11.89
S. Bolton 100 074 0.22 0.22
C. Crepet 70 120 0.15 0.15

Transactions with related parties

During the ordinary course of business, the company may engage in certain arm's length transactions with related parties.

There is a loan receivable of EUR 0.7 million due from an affiliate under common control of the majority shareholder. There were no transactions with related parties during the period.

Subsequent events

Wins with two separate leading Scottish retailers for a total of approximately 550 machines across all locations, contributing to a strong 2023 orderbook.

Significant November win with MOL group in Hungary for approximately 2,300 machines for delivery in 2023/24 with future expansion opportunity of additional 2,000 machines.

Interim financial statements (IFRS)

Consolidated Statement of Comprehensive Income

in EUR thousands Note Q3 2022 Q3 2021 9M 2022 9M 2021 FY 2021
Revenues 17 469 9 528 44 510 26 083 38 444
Cost of revenue (12 584) (6 139) (30 651) (16 570) (25 037)
Gross Profit 4 885 3 389 13 860 9 513 13 407
Selling and distribution expenses (1 061) (597) (2 413) (1 519) (996)
General and administrative expenses (4 550) (2 473) (12 835) (8 071) (12 258)
Research and development expenses (317) (363) (1 015) (1 019) (1 425)
Other income /(expenses) 1 957 (10) 1 957 3 585 3 603
Operating Results 914 (54) (445) 2 489 2 331
Financial expense (1 018) (287) (1 345) (509) (839)
Financial income (26) 16 18 19 33
Net finance (cost) and or income (1 044) (271) (1 327) (490) (806)
Results before tax (130) (325) (1 772) 1 999 1 525
Income taxes (370) (98) (498) (492) (933)
Net Results (500) (423) (2 270) 1 507 592
Other comprehensive income
Items that will be reclassified subsequently to profit and loss
Exchange differences on translating foreign operations 2 006 448 4 529 1 053 1 542
Total other comprehensive income 2 006 448 4 529 1 053 1 542
Total comprehensive income 1 506 25 2 259 2 560 2 134
Profit attributable to:
Owners of the parent (502) (424) (2 276) 1 504 586
Non-controlling interests 2 1 6 3 6
Total Profit/(loss) for the period (500) (423) (2 270) 1 507 592
Total comprehensive income attributable to:
Owners of the parent 1 504 24 2 253 2 557 2 128
Non-controlling interests 2 1 6 3 6
1 506 25 2 259 2 560 2 134
Number of weighted average (exclude treasury shares) shares
used for calculations of EPS
46 051 46 051 46 051 46 051 46 051
Earnings/(loss) per share for profit attributable to the ordinary
equity holders of the parent during the period
- Basic (euro) (0.01) (0.01) (0.05) 0.03 0.01
- Fully diluted (euro) (0.01) (0.01) (0.05) 0.03 0.01

Consolidated Balance Sheet

in EUR thousands Note 9M 2022 9M 2021 FY 2021
Assets
Non-current assets
Intangible assets 7 518 7 268 7 502
Property, plant and equipment 14 126 9 280 9 590
Financial assets 17 77 479
Deferred tax assets 2 237 2 371 1 917
Restricted cash 340 340
Total non-current assets 24 239 18 996 19 828
Current assets
Inventory 24 773 11 670 14 999
Trade and other receivables 16 740 12 858 13 817
Cash and cash equivalents 699 6 551 3 061
Total current assets 42 213 31 079 31 877
Total assets 66 452 50 075 51 705
Equity
Share capital 2 303 2 303 2 303
Share premium 57 428 57 570 57 326
Translation reserves 8 494 3 477 3 966
Legal reserves 7 086 6 944 7 188
Retained earnings (41 754) (39 411) (40 329)
Equity attributable to owners of the parent 33 557 30 883 30 454
Non-controlling interests 45 36 39
Total equity 33 602 30 919 30 493
Liabilities
Non-current liabilities
Borrowings 11 157 6 100 5 922
Lease commitments 1 104 369 493
Other liabilities 120 120 120
Deferred tax liability 86
Total non-current liabilities 12 381 6 589 6 621
Current liabilities
Borrowings 2 449 1 119 1 140
Trade creditors 10 273 7 186 8 492
Accrued expenses 6 360 2 993 3 462
Provisions 210 371 181
Lease commitments 579 306 343
Tax and social security 598 592 973
Total current liabilities 20 468 12 567 14 591
Total liabilities 32 849 19 156 21 212
Total equity and liabilities 66 451 50 075 51 705

Consolidated Cash Flow Statement

in EUR thousands Note 9M 2022 9M 2021 FY 2021
Cashflow from operating activities
Operating results (445) 2 489 2 331
Adjustment for:
Depreciation & Amortization 3 337 2 688 3 607
PPP loan forgiveness (1 948) - (1 526)
Changes in:
Changes in trade and other receivables (1 367) (1 775) (3 206)
Changes in inventories (7 974) (2 362) (5 993)
Changes in provisions 29 32 (157)
Changes in trade and other payables 3 290 3 311 6 204
Cash generated from operations (5 078) 4 383 1 260
Interest received and paid (352) (224) (348)
Income taxes paid (498) (492) (415)
Net cash flow from operating activities (5 928) 3 667 497
Investing activities
Development expenditure, patents (1 156) (1 255) (1 686)
Investments in property, plant & equipment (2 088) (2 089) (2 582)
Restricted cash (non-current) - - (340)
Net cash flow used in investing activities (3 244) (3 344) (4 608)
Financial activities
Proceeds of share issue - 7 365 7 365
Changes in borrowings – proceeds 9 056 1 621 1 643
Changes in borrowings – repayments (1 745) (3 657) (2 447)
Changes in lease commitments (514) (308) (433)
Net cash flow from financing activities 6 798 5 021 6 128
Net increase/(decrease) in cash and cash equivalents (2 375) 5 344 2 017
Opening position 3 061 1 109 1 109
Foreign currency differences on cash and cash 13 98 (65)
equivalents
Closing position 699 6 551 3 061
The closing position consists of:
Cash and cash equivalents 699 6 551 3 061
Total closing balance in cash and cash equivalents 699 6 551 3 061

Consolidated Statement of Changes in Equity

in EUR thousands Share
Capital
Share
Premium
Translation
Reserve
Legal
Reserve
Retained
Earnings
Total Non
Controlling
Interests
Total Equity
Opening Balance at 1 January
2022
2 303 57 326 3 966 7 188 (40 329) 30 454 39 30 493
Net profit/(loss) for the period - - - - (2 276) (2 276) 6 (2 270)
Other comprehensive income - -
- Currency translation or PY
adjustment
- 4 529 - (14) 4 515 - 4 515
Total comprehensive income
for the period ended 30 - - 4 529 - (2 290) 2 239 6 2 245
September 2022
Share issue - - - - - - - -
Legal reserve - 102 - (102) - -
Correction on unrealized profit - - - - 865 865 - 865
on inventories previous years
Balance at 30 September 2022 2 303 57 428 8 494 7 086 (41 754) 33 557 45 33 602
in EUR thousands Q3 2022 Q3 2021 9M 2022 9M 2021 FY 2021
Opening Balance 32 096 30 894 30 493 20 994 20 994
Net profit/(loss) for the period (500) (423) (2 270) 1 507 592
Other comprehensive income:
- Currency translation adjustment 2 006 448 4 515 1 053 1 542
Total comprehensive income for the period 1 506 25 2 245 2 560 2 134
Share issue - - 7 375 7 365
Correction on unrealized profit on inventories - 865
previous years
Closing Balance 33 602 30 919 33 602 30 929 30 493

Selected Explanatory Notes

General

Activities

Envipco Holding N.V. is a public limited liability company incorporated in accordance with the laws of The Netherlands, with its registered address at Van Asch van Wijckstraat 4, 3811 LP Amersfoort, The Netherlands.

Envipco Holding N.V. and Subsidiaries ("the Company" or "Envipco") are engaged principally in Recycling in which it develops, manufactures, assembles, leases, sells, markets and services a line of "reverse vending machines" (RVMs) mainly in the USA and Europe.

Basis of Preparation

The consolidated interim financial information for the full quarter ended 30 September 2022 has been prepared in accordance with IAS 34 "interim financial reporting." The consolidated interim financial information should always be read in conjunction with the annual financial statements for the year ended 31 December 2021, which have been prepared in accordance with IFRS as endorsed by the European Union.

All financial information is reported in thousands of euros unless stated otherwise.

Accounting Policies

Except as set out below, the accounting policies of these interim financial statements are consistent with the annual financial statements for the year ended 31 December 2021.

  • Taxes on income in the period are accrued using the tax rate that would be applicable to expected total annual earnings.
  • The annual impairment tests on goodwill and intangible assets with indefinite life will be carried out at the end of fiscal year 2022. Consequently, any impairment losses will only be recognised in the annual financial statements over the fiscal year 2022.
  • These unaudited interim financial statements have not been reviewed by our auditors.

Envipco Holding NV Van Asch van Wijckstraat 4 3811 LP Amersfoort The Netherlands

Contact:

[email protected]

www.envipco.com

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