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Silvano Fashion Group

Annual / Quarterly Financial Statement Feb 28, 2025

2224_10-k_2025-02-28_de31aae7-1df7-44e6-b32e-3aac8da99cca.pdf

Annual / Quarterly Financial Statement

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AS Silvano Fashion Group

Consolidated Interim Financial Report for Q4 and 12 months of 2024 (unaudited)

(translation of the Estonian original) *

Beginning of the reporting period 1 January 2024
End of the reporting period 31 December 2024
Business name AS Silvano Fashion Group
Registration number 10175491
Legal address Tulika 17, 10613 Tallinn
Telephone +372 684 5000
Fax +372 684 5300
E-mail [email protected]
Website www.silvanofashion.com
Core activities Design, manufacturing and distribution of women's
lingerie
Auditor Ernst & Young Baltic AS

* This version of our report is a translation from the original, which was prepared in Estonian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.

Management Report 3
Declaration of the Management Board 11
Consolidated Statement of Financial Position 12
Consolidated Income Statement 13
Consolidated Statement of Comprehensive Income 13
Consolidated Statement of Cash Flows 14
Consolidated Statement of Changes in Equity 15
Notes to the Interim Report 16
Note 1 Summary of significant accounting policies 16
Note 2 Cash and cash equivalents 16
Note 3 Trade and other receivables 17
Note 4 Inventories 17
Note 5 Property, plant and equipment 18
Note 6 Trade and other payables 19
Note 7 Equity 19
Note 8 Earnings per share 19
Note 9 Revenue from contracts with customers 19
Note 10 Transactions with related parties 20
Note 11 Operating segments 20

Management Report

General information about AS Silvano Fashion Group

AS Silvano Fashion Group (hereinafter "the Group") is a holding company that controls group of entities involved in the design, manufacturing, wholesale, franchise and retail sales of Ladies lingerie. The Group's revenue is generated by sales of Milavitsa, Alisee, Aveline, Lauma Lingerie, Laumelle and Hidalgo brand products through wholesale channels, franchised sales and own retail operated via Milavitsa and Lauma Lingerie retail stores. Key sales markets for the Group are Russia, Belarus, other CIS countries and the Baltics.

The parent company of the Group is AS Silvano Fashion Group (hereinafter "the Parent company"), which is domiciled in Estonia. AS Silvano Fashion Group registered address is Tulika 17, Tallinn, Estonia.

The shares of the Group are listed on the Nasdaq OMX Tallinn Stock Exchange and on the Warsaw Stock Exchange.

As of 31 December 2024 the Group employed 1 655 people (as of 31 December 2023: 1 626 people).

The Group comprises of the following entities:

Ownership
interest
Ownership
interest
Location Main activity 31.12.2024 31.12.2023
Parent company
Silvano Fashion Group AS Estonia Holding
Entities belonging to the
Silvano Fashion Group:
CJSC Silvano Fashion* Russia Retail and wholesale 100% 100%
LLC Silvano Fashion Belarus Retail and wholesale 100% 100%
LLC Silvano Fashion Ukraine Wholesale 100% 100%
Silvano Fashion SIA Latvia Retail 100% 100%
CJSC Milavitsa Belarus Manufacturing and wholesale 85.02% 85.02%
JSC Sewing firm Yunona Belarus Manufacturing and wholesale 58.33% 58.33%
LLC Gimil Belarus Manufacturing and wholesale 100% 100%
JSC Lauma Lingerie Latvia Manufacturing and wholesale 100% 100%
Alisee SARL Monaco Holding 99% 99%
JCS Metropolitan Trade Russia Holding 100% 100%
Company Milavitsa **
LLC Baltsped logistik Belarus Logistics 50% 50%

* Silvano Fashion CJSC is 100% owned by Metropolitan Trade Company Milavitsa CJSC (same was effective as of 31.12.2023).

** Metropolitan Trade Company Milavitsa LLC is owned by AS Silvano Fashion Group and SIA Silvano Fashion, each holding 50% (same was effective as of 31.12.2023).

In addition, as of 31.12.2024 the subsidiary of AS Silvano Fashion Group, CJSC Milavitsa, had investment in associate LLC Trade house "Milavitsa "Novosibirsk with a 25% ownership interest (same was effective as of 31.12.2023).

Business environment and results

The Group's sales amounted to 58 070 thousand EUR during the 12 months of 2024, representing a 0.9% decrease as compared to the same period for the previous year. The Group's gross profit during the 12 months of 2024 amounted to 34 278 thousand EUR and increased by 1.6% compared to 12 months of 2023. The Gross margin during the 12 months of 2024 increased to 59.0% from 57.6% as compared to 12 months of 2023.

Consolidated operating profit for 12 months of 2024 decreased by 4.0% to 17 248 thousand EUR, compared to 17 973 thousand EUR for 12 months of 2023. Consolidated EBITDA for 12 months of 2024 decreased by 3.8% and was 20 316 thousand EUR, compared to 21 120 thousand EUR for 12 months of 2023.

Reported consolidated net profit for 12 months of 2024 amounted to 13 673 thousand EUR, as compared to net profit of 11 107 thousand EUR in the prior year's same period. Net profit attributable to equity holders of the Parent company for 12 months of 2024 amounted 12 366 thousand EUR.

Russia Economic Outlook

The Group's sales on the Russian market 33 959 thousand EUR, decrease is 2.1% compared to 12 months of 2023. Local currency sales increased by 6.3% during 12 months of 2024 compared to the same 12 months of 2023. Group will focus on improving profitability of its retail business, we will also continue to expand our store chain there depending on the availability of reasonably priced sales areas. At the end of the reporting period, there were a total of 57 stores operated by the Group itself (as of 31 December 2023: 58 stores).

Belarus Economic Outlook

The Group's sales in Belarus in the 12 months of 2024 were 15 914 thousand EUR and increased by 6.0% compared to the 12 months of 2023. Sales in local currency increased by 14.7% during the same period. At the end of the reporting period, there were a total of 62 stores operated by the Group itself (as of 31 December 2023: 59 stores).

Ukraine Economic Outlook

The Group's sales in Ukraine in the 12 months of 2024 were 108 thousand EUR and decreased by 32.9% compared to the 12 months of 2023.

Sales structure

Sales by markets

Group sales in its 2 major markets – Russia and Belarus– were 85.9% of its total sales. Measured in local currencies sales increase was accordingly – 6.3% in Russia, 14.7% in Belarus.

12m 2024 12m 2023 Change Change, %
Russia, th RUB 3 361 697 3 163 150 198 547 6,3%
Belarus, th BYN 55 877 48 725 7 152 14,7%

Group`s sales results by markets measured in EUR are presented below:

12m 2024 12m 2023 Change, Change, % 12m 2024, 12m 2023,
in thousands of EUR EUR % of sales % of sales
Russia 33 959 34 692 -733 -2.1% 58.5% 59.2%
Belarus 15 914 15 013 901 6.0% 27.4% 25.6%
Ukraine 108 161 -53 -32.9% 0.2% 0.3%
Baltics 1 294 1 443 -149 -10.3% 2.2% 2.5%
Other markets 6 795 7 288 -493 -6.8% 11.7% 12.4%
Total 58 070 58 597 -527 -0.9% 100.0% 100.0%

The majority of lingerie sales revenue during 12 months of 2024 in the amount 33 959 thousand EUR was generated in Russia, accounting for 58.5% of total sales. The second largest market was Belarus, where sales were 15 914 thousand EUR, contributing 27.4% of lingerie sales (both retail and wholesale).

12m 2024 12m 2023 Change, Change, % 12m 2024, 12m 2023,
in thousands of EUR EUR % of sales % of sales
Wholesale 35 517 37 335 -1 818 -4.9% 61.2% 63.7%
Retail 22 482 21 203 1 279 6.0% 38.7% 36.2%
Other operations 71 59 12 20.4% 0.1% 0.1%
Total 58 070 58 597 -527 -0.9% 100.0% 100.0%

Sales by business segments

During 12 months of 2024 wholesale revenue amounted to 35 517 thousand EUR, representing 61.2% of the Group's total revenue (12 months of 2023: 63.7%). The main wholesale regions were Russia and Belarus.

Our retail revenue increased by 6.0% and amounted 22 482 thousand EUR, this represents 38.7% of the Group`s total revenue.

Own & franchise store locations, geography

Own Franchise Total
Russia 57 328 385
Belarus 62 0 62
Baltics 5 21 26
Other regions 0 91 91
Total 124 440 564

At the end of the reporting period the Group and its franchising partners operated 539 Milavitsa and 25 Lauma Lingerie brand stores, including 124 stores operated directly by the Group (as of 31 December 2023: 122 stores).

Selected Financial Indicators

Summarized selected financial indicators of the Group for 12 months of 2024 compared to 12 months of 2023 and 31.12.2024 compared to 31.12.2023 were as follows:

in thousands of EUR 12m 2024 12m 2023 Change
Revenue 58 070 58 597 -0.9%
Gross Profit 34 278 33 743 1.6%
Operating profit 17 248 17 973 -4.0%
EBITDA 20 316 21 120 -3.8%
Net profit for the period 13 673 11 107 23.1%
Net profit attributable equity holders of the Parent company 12 366 9 927 24.6%
Earnings per share (EUR) 0,34 0,28 21.4%
Operating cash flow for the period 11 164 11 703 -4.6%
in thousands of EUR 31.12.2024 31.12.2023 Change
Total assets 84 489 72 252 16.9%
Total current assets 70 871 59 395 19.3%
Total equity attributable to equity holders of the Parent
company
65 993 54 120 21.9%
Cash and cash equivalents 39 690 32 878 20.7%
Margin analysis, % 12m 2024 12m 2023 Change
Gross profit 59.0 57.6 2.4%
Operating profit 29.7 30.7 -3.3%
EBITDA 35.0 36.0 -2.8%
Net profit 23.5 19.0 23.7%
Net profit attributable to equity holders of the Parent company 21.3 16.9 26.0%
Financial ratios, % 31.12.2024 31.12.2023 Change
ROA 15.3 14.5 5.5%
ROE 20.0 20.2 -1.0%
Price to earnings ratio (P/E) 3.0 4.1 -26.8%
Current ratio 6.6 5.8 13.8%
Quick ratio 4.0 3.4 17.6%

Underlying formulas:

EBITDA = net profit for the period + depreciation and amortisation + net finance income + income tax expense Gross profit margin = gross profit / revenue

EBITDA margin = EBITDA / revenue

Net profit margin = net profit / revenue

Net profit margin attributable to equity holders of the Parent company = net profit attributable to equity holders of the Parent company / revenue

ROA (return on assets) = net profit attributable to owners of the Company for the last 4 quarters/ average total assets

ROE (return on equity) = net profit attributable to owners of the Company for the last 4 quarters/ average equity attributable to equity holders of the Company

EPS (earnings per share) = net profit attributable to owners of the Company/ weighted average number of ordinary shares Price to earnings ratio = Share price at the end of reporting period/earnings per share, calculated based on the net profit attributable

to owners of the Company for the last 4 quarters

Current ratio = current assets / current liabilities

Quick ratio = (current assets – inventories) / current liabilities

Financial performance

The Group`s sales amounted 58 070 thousand EUR during 12 months of 2024, representing a 0.9% decrease as compared to the same period of previous year. Overall, wholesale decreased by 4.9%, measured in EUR.

The Group's gross profit during 12 months of 2024 amounted to 34 278 thousand EUR and increase by 1.6% compared to previous year. The gross margin during 12 months of 2024 increased by 2.4% compared to 12 months of 2023. The cost of sold goods decreased by 4.3%.

Consolidated operating profit for 12 months of 2024 amounted to 17 248 thousand EUR, compared to 17 973 thousand EUR for 12 months of 2023, decrease by 4.0%. The consolidated operating profit margin was 29.7% for 12 months of 2024 (30.7% for 12 months of 2023). Consolidated EBITDA for 12 months of 2024 decreased by 3.8% and amounted to 20 316 thousand EUR, which is 35.0% in margin terms (21 120 thousand EUR and 36.0% for 12 months of 2023).

Reported consolidated net profit attributable to equity holders of the Parent company for 12 months of 2024 amounted 12 366 thousand EUR, compared to net profit of 9 927 thousand EUR for 12 months of 2023, net profit margin attributable to equity holders of the Parent company for 12 months of 2024 was 21.3% against net profit 16.9% for 12 months of 2023.

Financial position

As of 31 December 2024 consolidated assets amounted to 84 489 thousand EUR representing increase by 16.9% as compared to the position as of 31 December 2023.

Trade and other receivables decreased by 148 thousand EUR as compared to 31 December 2023 and amounted to 1 206 thousand EUR as of 31 December 2024. Inventory balance increased by 4 365 thousand EUR and amounted to 28 305 thousand EUR as of 31 December 2024.

Equity attributable to equity holders of the Parent company increased by 11 873 thousand EUR and amounted to 65 993 thousand EUR as of 31 December 2024. Current liabilities increased by 420 thousand EUR during 12 months of 2024.

Investments

During 12 months of 2024 the Group's investments into property, plant and equipment totalled 942 thousand EUR, in previous year same period 1 133 thousand EUR. Investments were made mainly into opening and renovating own stores, as well into equipment and facilities to maintain effective production for future periods.

Personnel

As of 31 December 2024, the Group employed 1 655 employees, including 518 people in retail operations. The rest were employed in production, wholesale, administration and support operations. In 31.12.2023 there were 1 626 employees, including 500 people in retail operations.

Total salaries and related taxes during 12 months of 2024 amounted 14 155 thousand EUR ( 13 266 thousand EUR in 12 months 2023). The remuneration of key management of the Group, including the key executives of all subsidiaries, totalled 679 thousand EUR.

Decisions made by governing bodies during 12 months 2024

On the 19th of March 2024, the AS Silvano Fashion Group proposed to the shareholders to adopt the resolution of the extraordinary general meeting of shareholders stated below without convening the meeting.

The notice of the general meeting was published on March 19, 2024, in the information system NASDAQ OMX Tallinn https://view.news.eu.nasdaq.com/view?id=b77cafc430f1ac23a81813069a95a15cd&lang=en and Warsaw Stock Exchange, on the website of SFG https://www.silvanofashion.com/investors/company-announcements/ and in the newspaper Eesti Päevaleht.

On April 9, 2024 Silvano Fashion Group Extraordinary Meeting of Shareholders adopted the following decisions:

1.1. To appoint the auditing company Ernst & Young Baltic AS (registry code 10877299, located at Rävala puiestee 4, 10143 Tallinn) as the auditor of AS Silvano Fashion Group;

1.2. To authorize the Management Board of AS Silvano Fashion Group to enter into an audit service agreement with the auditing company AS Ernst & Young Baltic for auditing the economic activities of AS Silvano Fashion Group 2023.

On the 29th of May 2024, AS Silvano Fashion Group proposed to the shareholders to adopt the resolutions of the annual general meeting of shareholders without convening the meeting.

The notice of the general meeting was published on May 29, 2024, in the information system NASDAQ OMX Tallinn https://view.news.eu.nasdaq.com/view?id=bc1ccceca27a9390039f730c2b2b98136&lang=en&src=listed and Warsaw Stock Exchange, on the website of SFG https://www.silvanofashion.com/investors/companyannouncements/ and in the daily newspaper Eesti Ekspress.

On June 20, 2024 Silvano Fashion Group held its regular Annual General Meeting of Shareholders. The Meeting adopted the following decisions:

    1. To approve the 2023 Annual Report;
    1. To left the net profit undistributed and to include the net profit of the financial year 2023 in retained earnings.

The decisions of the general meeting were published on the website of AS Silvano Fashion Group https://www.silvanofashion.com/investors/company-announcements/.

Shares of AS Silvano Fashion Group

As of 31 December 2024 registered share capital of AS Silvano Fashion Group amounted to 3 600 thousand EUR divided into 36 000 000 ordinary shares with a nominal value of 0.10 EUR each. The share register is electronic and maintained at the Estonian Central Register of Securities. The Company has been listed on Nasdaq OMX Tallinn Stock Exchange main list (since 21.11.2006) and on Warsaw Stock Exchange (since 23.07.2007).

As of 31 December 2024 AS Silvano Fashion Group had 2 830 shareholders (as of 31 December 2023: 3 336 shareholders).

As of 31 December 2024 shareholders, whose interest in AS Silvano Fashion Group exceeded 5% included:

Name Number of shares Shareholding
Major shareholders 19 811 841 55.03%
AS SEB PANK CLIENTS 8 000 000 22.22%
BALTPLAST AS 7 835 931 21.77%
BREM AVARII OSAÜHING 2 000 000 5.56%
UNICREDIT BANK AUSTRIA AG 1 975 910 5.49%
Other shareholders 16 188 159 44.97%
Total number of shares 36 000 000 100.00%

As of 31 December 2023 shareholders, whose interest in AS Silvano Fashion Group exceeded 5% included:

Name Number of shares Shareholding
Major shareholders 19 262 985 53.50%
BALTPLAST AS 9 115 798 25.32%
AS SEB PANK CLIENTS 8 000 000 22.22%
UNICREDIT BANK AUSTRIA AG 2 147 187 5.96%
Other shareholders 16 737 015 46.50%
Total number of shares 36 000 000 100.00%

Share price development and turnover on the Tallinn Stock Exchange during 12 months of 2024 (EUR)

During 12 months of 2024 the highest and lowest prices of the AS Silvano Fashion Group` share on the Tallinn Stock Exchange were 1.188 EUR and 0.90 EUR, respectively

Share price development on the Warsaw Stock Exchange during 12 months of 2024(PLN)

During 12 months of 2024, the highest and lowest prices of the AS Silvano Fashion Group` share on the Warsaw Stock Exchange were 6.33 PLN and 3.85 PLN respectively.

AS Silvano Fashion Group Consolidated Interim Financial Report for Q4 and 12 months of 2024

Declaration of the Management Board

The Management Board of AS Silvano Fashion Group has reviewed and approved Consolidated Interim Financial Report for Q4 and 12 months of 2024 (hereinafter "the Interim Report").

Member of the Management Board confirms that according to his best knowledge the Interim Report gives a true and fair view of financial position of the Group, its financial performance and its cash flows in accordance with International Financial Reporting Standards, as adopted by EU, and IAS 34 "Interim Financial Reporting".

Furthermore, Member of the Management Board confirms that in his opinion the Interim Report provides a fair review of significant developments in the Group's activities that occurred during the reporting period and their impact and describes significant risks and uncertainties that may affect the Group during future reporting periods.

The Interim Report has not been audited or otherwise reviewed by the auditors.

___________________________

Jarek Särgava Member of the Management Board February 28, 2025

Consolidated Statement of Financial Position

in thousands of EUR Note 31.12.2024 31.12.2023
Unaudited Audited
ASSETS
Current assets
Cash and cash equivalents 2 7 683 32 878
Short-term deposits over 3 months 2 32 007 0
Trade and other receivables 3 1 206 1 354
Prepayments and other tax receivables 3 1 603 1 115
Current loans granted 0 29
Other assets 67 79
Inventories 4 28 305 23 940
Total current assets 70 871 59 395
Non-current assets
Non-current receivables 8 271 292
Investments in associates 92 85
Investments in other shares 208 213
Deferred tax asset 3 347 2 155
Intangible assets 649 579
Investment property 837 899
Property, plant and equipment 5 8 214 8 634
Total non-current assets 13 618 12 857
TOTAL ASSETS 84 489 72 252
LIABILITIES AND EQUITY
Current liabilities
Current lease liabilities 2 252 2 162
Trade and other payables 6 7 031 7 377
Tax liabilities 1 423 747
Total current liabilities 10 706 10 286
Non-current liabilities
Deferred tax liability 715 736
Non-current lease liabilities 3 694 4 321
Non-current provisions 43 46
Total non-current liabilities 4 452 5 103
Total liabilities 15 158 15 389
Equity
Share capital 7 3 600 3 600
Share premium 4 967 4 967
Statutory reserve capital 1 306 1 306
Unrealised exchange rate differences -20 495 -20 002
Retained earnings 76 615 64 249
Total equity attributable to equity holders
of the Parent company 65 993 54 120
Non-controlling interest 3 338 2 743
Total equity 69 331 56 863
TOTAL EQUITY AND LIABILITIES 84 489 72 252

Consolidated Income Statement

in thousands of EUR Note 4Q 2024 4Q 2023 12m 2024 12m 2023
Unaudited Unaudited Unaudited Audited
Revenue from contracts with customers 9 11 581 11 858 58 070 58 597
Cost of goods sold -4 535 -6 193 -23 792 -24 854
Gross Profit 7 046 5 665 34 278 33 743
Distribution expenses -2 637 -2 501 -11 360 -10 572
Administrative expenses -1 441 -1 198 -4 981 -4 501
Other operating income 91 92 269 286
Other operating expenses -263 -352 -958 -983
Operating profit 2 796 1 706 17 248 17 973
Currency exchange income/(expense) -458 237 -873 -3 345
Other finance income/(expenses) 455 93 856 -93
Net finance income/(expenses) -3 330 -17 -3 438
Profit (loss) from associates using equity method -2 5 14 24
Profit before tax 2 791 2 041 17 245 14 559
Income tax expense 177 224 -3 572 -3 452
Profit for the period 2 968 2 265 13 673 11 107
Attributable to :
Equity holders of the Parent company 2 655 2 015 12 366 9 927
Non-controlling interest 313 250 1 307 1 180
Earnings per share from profit attributable to equity
holders of the Parent company, both basic and
diluted (EUR) 8 0,07 0,06 0,34 0,28

Consolidated Statement of Comprehensive Income

in thousands of EUR Note 4Q 2024 4Q 2023 12m 2024 12m 2023
Unaudited Unaudited Unaudited Audited
Profit for the period 2 968 2 265 13 673 11 107
Other comprehensive income (loss) that will be
reclassified to profit or loss in subsequent periods:
Exchange differences on translation of foreign operations -445 -2 799 -602 -2 520
Total other comprehensive income for the period -445 -2 799 -602 -2 520
Total comprehensive income (loss) for the period 2 523 -534 13 071 8 587
Attributable to :
Equity holders of the Parent company 2 252 1 625 11 873 9 334
Non-controlling interest 271 -2 159 1 198 -747
Consolidated Statement of Cash Flows
in thousands of EUR Note 12m 2024 12m 2023
Cash flow from operating activities Unaudited Audited
Profit for the period 13 673 11 107
Adjustments for:
Depreciation and amortization of non-current assets 11,13 3 068 3 147
Impairment losses of non-current assets
Share of profit of equity accounted investees -14 -24
Gains/Losses on the sale of property, plant and equipment 13 7 1
Net finance income / costs 17 3 438
Provision for impairment losses on trade receivables 5,19 -18 54
Provision for inventories 9 91 1 198
Income tax expense 14 3 572 3 452
Change in inventories 9 -4 365 -7 845
Change in trade and other receivables 8,14 -271 -839
Change in trade and other payables 8,14 280 2 530
Interest paid -54 0
Income tax paid -4 822 -4 516
Net cash flow from operating activities 11 164 11 703
Cash flow from investing activities
Interest received 1 391 601
Dividends received 8 11
Purchase of other financial investments -31 800 0
incl purchase of deposits with maturities greater than 3 months -31 800 0
Proceeds from disposal of property, plant and equipment 13 22 39
Loans granted 0 -19
Proceeds from repayments of loans granted 29 0
Acquisition of property, plant and equipment 13 -942 -1 133
Acquisition of intangible assets 11 -147 -144
Net cash flow from investing activities -31 439 -645
Cash flow from financing activities
Proceeds from borrowings 8 4 000 0
Repayment of borrowings 8 -4 000 0
Payment of principal portion of lease liabilities -2 318 -2 307
Interest paid on lease liabilities -739 -688
Dividends paid -603 -692
Net cash flow from financing activities -3 660 -3 687
Net increase/decrease in cash and cash equivalents -23 935 7 371
Change of deposits with maturities greater than 3 months 32 007 0
Total change 8 072 7 371
Cash and cash equivalents at the beginning of period 7 32 878 25 909
Effect of translation to presentation currency -1 095 -845
Effect of exchange rate fluctuations on cash held 7 -165 443
Cash and cash equivalents at the end of period 7 683 32 878
Deposits with maturities greater than 3 months at the end of period 32 007 0
Total at the end of the period 39 690 32 878
AS Silvano Fashion Group Consolidated Interim Financial Report for Q4 and 12 months of 2024
-- -- -- -- ---------------------------------------------------------------------------------------------

Consolidated Statement of Changes in Equity

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1

Notes to the Interim Report

Note 1 Summary of significant accounting policies

AS Silvano Fashion Group is a company registered in Estonia. This Interim Report of the Group is prepared for the reporting period ended 31 December 2024 and comprises parent company and its subsidiaries.

The principal accounting policies applied in the preparation of this Interim Report are set out below. The policies have been consistently applied to all the years presented unless otherwise stated.

The Interim Report has not been audited or reviewed by external auditors.

Basis for preparation

This Interim Report of AS Silvano Fashion Group for Q4 and 12 months 2024 ended on 31 December 2024 has been prepared in accordance with IAS 34 "Interim financial reporting" as adopted by the European Union. The Interim Report should be read in conjunction with the Annual Report for the financial year ended on 31 December 2023, which have been prepared in accordance with IFRS as adopted by the European Union.

This Interim Report is comprised in thousands of Euros (EUR).

The Group's performance is not significantly affected by any seasonal or cyclical factors. Nevertheless, revenue during vacation periods and holidays in CIS countries is usually higher compared to other periods.

New standards and interpretations

In additions to disclosures already made in the Annual Report for the financial year ended on 31 December 2023 there are no new IFRSs or IFRIC interpretations that are effective for the financial year beginning on or after 1 January 2024 and that would be expected to have a material impact on the Group.

Note 2 Cash and cash equivalents

in thousands of EUR 31.12.24 31.12.23
Cash on hand 146 53
Current bank accounts in EUR 1 218 1 925
Current bank accounts in other currencies than EUR 879 466
Short-term bank deposits in EUR 4 941 29 500
Short-term bank deposits in other currencies than EUR 391 566
Cash in transit 108 368
Total 7 683 32 878
in thousands of EUR
31.12.24
31.12.23
Estonia
4 919
29 763
Latvia
517
61
Russia
706
943
Belarus
1 028
1 536
Ukraine
178
150
Monaco
335
425
Total
7 683
32 878

Short-term bank deposits over 3 months

in thousands of EUR 31.12.24 31.12.23
Estonia 32 007 0
Total 32 007 0
in thousands of EUR 31.12.24 31.12.23
Trade accounts receivable from third parties 1 075 1 301
Trade accounts receivable from related parties 0 0
Receivables on services rended 31 33
Other receivables 195 133
1 301 1 467
Allowance for expected credit losses -95 -113
Total trade and other receivables 1 206 1 354
Prepayments and other tax receivables
Prepayments issued to suppliers 504 409
VAT recoverable 979 704
Other tax prepayments 120 2
Total prepayments and other tax
receivables 1 603 1 115

Note 3 Trade receivables and other assets

The fair values of trade and other receivables are not materially different from the carrying values based on the expected discounted cash flows.

Note 4 Inventories

31.12.24 31.12.23
5 365 6 501
1 125 1 321
20 154 14 220
1 661 1 898
28 305 23 940
in thousands of EUR Other
Land and
buildings
Plant and
equipment
equipment
and
fixtures
Right
of-use
asset
Assets
under
construction
Total
31.12.2022
Cost 4 020 14 838 4 688 14 350 33 37 929
Accumulated depreciation -2 280 -13 560 -4 127 -8 714 0 -28 681
Net book amount 1 740 1 278 561 5 636 33 9 248
Movements during 12m 2023
Additions 0 21 529 3 524 583 4 657
Disposals 0 0 -40 -197 0 -237
Transfers to Investment property -74 0 0 0 0 -74
Reclassifications 0 408 197 0 -605 0
Depreciation -72 -335 -339 -2 327 0 -3 073
Unrealised exchange rate differences -293 -245 -141 -1 203 -5 -1 887
Closing net book amount 1 301 1 127 767 5 433 6 8 634
31.12.2023
Cost 3 242 12 775 4 464 13 470 6 33 957
Accumulated depreciation -1 941 -11 648 -3 697 -8 037 0 -25 323
Net book amount 1 301 1 127 767 5 433 6 8 634
Movements during 12m 2024
Additions 0 35 213 2 014 694 2 956
Modifications 0 0 0 6 0 6
Disposals 0 0 -29 -34 0 -63
Transfers to Investment property 14 0 0 0 0 14
Transfers and reclassification 4 375 244 0 -623 0
Depreciation -65 -252 -346 -2 317 0 -2 980
Unrealised exchange rate differences -30 -32 -49 -240 -2 -353
Closing net book amount 1 224 1 253 800 4 862 75 8 214
31.12.2024
Cost 3 183 12 574 4 379 14 494 75 34 705
Accumulated depreciation -1 959 -11 321 -3 579 -9 632 0 -26 491
Net book amount 1 224 1 253 800 4 862 75 8 214

Note 5 Property, plant and equipment

The Group didn't have any significant binding commitments to purchase property plant and equipment as of 31 December 2024.

in thousands of EUR 31.12.24 31.12.23
Trade accounts payable to third parties 4 643 5 349
Prepayments received from customers 743 669
Accrued expenses 757 552
Accounts payables to employees 442 422
Other payables 446 385
Total trade and other payables 7 031 7 377

Note 6 Trade and other payables

Fair values of trade and other payables are not materially different from book values due to short maturities.

Note 7 Equity

Shares

As of 31 December 2024 registered share capital of AS Silvano Fashion Group amounted to 3 600 thousand EUR divided into 36 000 000 shares with a nominal value of 0.10 EUR each (as of 31 December 2023, 3 600 thousand EUR 36 000 000 shares and 0.10 EUR nominal value, respectively). All shares of AS Silvano Fashion Group are ordinary shares and all are registered. Each ordinary share gives a shareholder one vote in General Meeting of Shareholders. No share certificates are issued for registered shares. The share register is electronic and maintained at the Estonian Central Depositary for Securities. All shares are fully paid shares.

As of 31 December 2024 AS Silvano Fashion Group had 2 830 shareholders (as of 31 December 2023: 3 336 shareholders).

Note 8 Earnings per share

The calculation of basic earnings per share for 12 months of 2024 (12 months of 2023) is based on profit attributable to owners and a weighted average number of ordinary shares.

in thousands of shares 12m 2024 12m 2023
Number of ordinary shares at the beginning of the period 36 000 36 000
Effect of own shares held at the beginning of the period 0 0
Number of ordinary shares at the end of the period 36 000 36 000
Effect of own shares held at the end of the period 0 0
Weighted average number of ordinary shares for the
Period
36 000 36 000
in thousands of EUR 12m 2024 12m 2023
Profit (loss)for the period attributable to equity holders of
the Parent company
12 366 9 927
Basic earnings per share (EUR) 0.34 0.28
Diluted earnings per share (EUR) 0.34 0.28

Diluted earnings per share do not differ from basic earnings per share as the Group has no financial instruments issued that could potentially dilute the earnings per share.

Note 9 Revenue from contracts with customers

in thousands of EUR 12m 2024 12m 2023
Revenue from wholesale 35 517 37 335
Revenue from retail 22 482 21 203
Subcontracting and services 64 35
Other sales 7 24
Total 58 070 58 597

Note 10 Transactions with related parties

The following parties are considered to be related;

  • a) Shareholders owning, directly or indirectly, a voting power in the parent company or its significant subsidiaries that gives them significant influence over the parent company or its significant subsidiaries and companies under their control.
  • b) Associates enterprises in which parent company or its subsidiaries have significant influence;
  • c) Members of the Management Board and Supervisory Boards of parent company and its significant subsidiaries and their immediate family members and companies under their control or significant influence.

The Group's owners are legal and physical persons and no sole shareholder has control over the Group's activities. According to management's assessment, the prices applied in transactions with related parties did not differ significantly from the market terms.

Sales of goods and services
in thousands of EUR 12m 2024 12m 2023
Associates 348 475
Total 348 475
Balances with related parties
in thousands of EUR 31.12.2024 31.12.2023
Trade receivables from associates 0 0
Total 0 0
Benefits to key management of the group
in thousands of EUR 12m 2024 12m 2023
Remunerations and benefits 679 552

Total 679 552

Note 11 Operating segments

The Group`s operating segments have been determined based on regular reports being monitored and analysed by Management and Supervisory Boards of the parent company on an on-going basis.

The Management and Supervisory Board consider the business primarily from the activity perspective, monitoring separately wholesale and retail activities.

  • The wholesale segment includes purchasing and production of women's lingerie, and distribution to external wholesale customers and the retail segment. The Group's manufacturing facilities are located in Latvia and Belarus.
  • The retail segment sells the lingerie through own retail network in Latvia, Belarus and Russia.

There is a strong integration between wholesale and retail segments. The accounting policies of reportable segments are the same. Management estimates that intersegment transactions have been done on arm's length basis.

Primary measures monitored by the Supervisory Board are segment revenues, segment EBITDA (which is defined as profit before depreciation, amortisation, net financial income, income tax expense and gain on net monetary position) and segment net profit. These measures are included in the internal management reports that are reviewed by the Management Board and the Supervisory Board. Segment EBITDA is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segment relative to other entities that operate within the industry.

Interest income and interest expenses are not core activities of operating segments and are not provided to management and are not evaluated by management as performance assessment criteria of segments' performance. Therefore, interest income and interest expenses are presented on net basis.

Unallocated revenues include revenues from services, commissions and rental income. Unallocated assets include cash and bank deposits not used in daily operations of either of the segments.

Operating segments 12m 2024 and as of 31.12.2024
in thousands of EUR Lingerie
retail
Lingerie
wholesale
Total segments Unallocated Eliminations Total
Revenue from external customers 22 482 35 517 57 999 71 58 070
Intersegment revenues 0 -34 740 -34 740 -3 484 38 224 0
EBITDA 10 446 10 034 20 480 -164 20 316
Amortization and depreciation -2 133 -612 -2 745 -323 -3 068
Operating income, EBIT
Profit from associates using equity
8 313 9 422 17 735 -487 0 17 248
method 0 14 14 0 14
Net financial income -595 -151 -746 729 -17
Income tax -905 -1 916 -2 821 -751 -3 572
Net profit 6 813 7 369 14 182 -509 0 13 673
Investments in associates 0 92 92 0 92
Other operating segments assets 13 588 32 041 45 629 38 768 84 397
Reportable segments liabilities 3 799 9 320 13 119 2 039 15 158
Capital expenditures
Number of employees as of reporting
2 262 792 3 054 49 3 103
date 518 1 035 1 553 102 1 655
Operating segments
in thousands of EUR
12m 2023 and as of 31.12.2023
Lingerie Lingerie Total
retail wholesale segments Unallocated Eliminations Total
Revenue from external customers 21 203 37 335 58 538 59 58 597
Intersegment revenues 0 -32 482 -32 482 -3 083 35 565 0
EBITDA 8 888 12 376 21 264 -144 21 120
Amortization and depreciation -2 105 -596 -2 701 -446 -3 147
Operating income, EBIT
Profit from associates using equity
6 783 11 780 18 563 -590 0 17 973
method 0 24 24 0 24
Net financial income -704 -233 -937 -2 501 -3 438
Income tax -819 -2 082 -2 901 -551 -3 452
Net profit 5 260 9 489 14 749 -3 642 0 11 107
Investments in associates 0 85 85 0 85
Other operating segments assets 16 331 23 641 39 972 32 195 72 167
Reportable segments liabilities 9 840 3 304 13 144 2 245 15 389
Capital expenditures
Number of employees as of reporting
1 927 871 2 798 36 2 834
date 500 1 028 1 528 98 1 626

Revenue and non-current assets breakdown by geographical areas

Revenues in the table below are based on the geographical location of customers; segment assets are based on the geographical location of the assets.

Geographical segments

in thousands of EUR Revenue
12m 2024
Revenue
12m 2023
Non-current
assets 31.12.2024
Non-current
assets 31.12.2023
Russia 33 959 34 692 3 590 3 638
Belarus 15 914 15 013 9 680 8 784
Ukraine 108 161 0 0
Baltics 1 294 1 443 323 410
Other countries 6 795 7 288 25 25
Total 58 070 58 597 13 618 12 857

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