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Revenio Group Oyj

Annual Report (ESEF) Mar 19, 2025

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743700I27E0FWSXLKK042024-01-012024-12-31743700I27E0FWSXLKK042023-01-012023-12-31743700I27E0FWSXLKK042024-12-31743700I27E0FWSXLKK042023-12-31743700I27E0FWSXLKK042022-12-31743700I27E0FWSXLKK042022-12-31ifrs-full:IssuedCapitalMember743700I27E0FWSXLKK042022-12-31reveniogroup:ReserveForInvestedNonRestrictedEquityMember743700I27E0FWSXLKK042022-12-31ifrs-full:MiscellaneousOtherReservesMember743700I27E0FWSXLKK042022-12-31ifrs-full:TreasurySharesMemberiso4217:EURiso4217:EURxbrli:shares743700I27E0FWSXLKK042022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember743700I27E0FWSXLKK042022-12-31ifrs-full:RetainedEarningsMember743700I27E0FWSXLKK042023-01-012023-12-31ifrs-full:RetainedEarningsMember743700I27E0FWSXLKK042023-01-012023-12-31ifrs-full:MiscellaneousOtherReservesMember743700I27E0FWSXLKK042023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember743700I27E0FWSXLKK042023-01-012023-12-31ifrs-full:IssuedCapitalMember743700I27E0FWSXLKK042023-01-012023-12-31reveniogroup:ReserveForInvestedNonRestrictedEquityMember743700I27E0FWSXLKK042023-01-012023-12-31ifrs-full:TreasurySharesMember743700I27E0FWSXLKK042023-12-31ifrs-full:IssuedCapitalMember743700I27E0FWSXLKK042023-12-31reveniogroup:ReserveForInvestedNonRestrictedEquityMember743700I27E0FWSXLKK042023-12-31ifrs-full:MiscellaneousOtherReservesMember743700I27E0FWSXLKK042023-12-31ifrs-full:TreasurySharesMember743700I27E0FWSXLKK042023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember743700I27E0FWSXLKK042023-12-31ifrs-full:RetainedEarningsMember743700I27E0FWSXLKK042024-01-012024-12-31ifrs-full:RetainedEarningsMember743700I27E0FWSXLKK042024-01-012024-12-31ifrs-full:MiscellaneousOtherReservesMember743700I27E0FWSXLKK042024-01-012024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember743700I27E0FWSXLKK042024-01-012024-12-31ifrs-full:IssuedCapitalMember743700I27E0FWSXLKK042024-01-012024-12-31reveniogroup:ReserveForInvestedNonRestrictedEquityMember743700I27E0FWSXLKK042024-01-012024-12-31ifrs-full:TreasurySharesMember743700I27E0FWSXLKK042024-12-31ifrs-full:IssuedCapitalMember743700I27E0FWSXLKK042024-12-31reveniogroup:ReserveForInvestedNonRestrictedEquityMember743700I27E0FWSXLKK042024-12-31ifrs-full:MiscellaneousOtherReservesMember743700I27E0FWSXLKK042024-12-31ifrs-full:TreasurySharesMember743700I27E0FWSXLKK042024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember743700I27E0FWSXLKK042024-12-31ifrs-full:RetainedEarningsMember We aspire to keep the wonderful world visible for all Report by the Board of Directors and Financial Statements 2024 Content Parent company financial statements Signatures Parent company profit & loss statement 50 Parent company balance sheet 51 Parent company cash flow statement 52 Notes to parent company financial statements 53 Signatures to the financial statements and review of operations 61 Auditor's note 61 Report by the Board of Directors Consolidated financial statements Auditor's report Report by the Board of Directors 3 Key figures 15 Consolidated comprehensive profit & loss statement 19 Consolidated balance sheet 20 Consolidated cash flow statement 21 Consolidated statement of changes in equity 22 Notes to the consolidated financial statements 23 Auditor's report 63 Report by the Board of Directors January 1–December 31, 2024 REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 3 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Revenio is a global provider of comprehensive eye care solutions, a leading company for ophthalmological devices and software solutions. Revenio’s objective is to raise the quality of clinical diagnostics with the help of product innovations and to streamline clinical care pathways with connected and predictive eye care solutions. REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 4REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 Revenio is a global provider of comprehensive eye care solutions, a leading company for ophthalmological devices and software solutions. Revenio’s objective is to raise the quality of clinical diagnostics with the help of product innovations and to streamline clinical care pathways with connected and predictive eye care solutions. Revenio’s ophthalmic diagnostic solutions include intra- ocular pressure (IOP) measurement devices (tonome- ters), fundus imaging devices, and perimeters as well as clinical software under the iCare brand. iCare Solutions provide digital clinical tools that drive greater efficiency and enhance quality in eye care. iCare is a trusted partner in eye diagnostics, providing fast, user-friendly, and reliable tools for diagnosing glaucoma, diabetic retinopathy, and macular degenera- tion (AMD). The Revenio Group comprises Revenio Group Corporation, Icare Finland Oy, Icare USA Inc., Revenio Italy S.R.L, CenterVue SpA, Revenio Australia Pty Ltd, Icare World Australia Pty Ltd, CT Operations International UK Ltd, China iCare Medical Technology Co. Ltd, and Thirona Retina B.V. Changes in the Group structure In August 2024, Revenio Group’s subsidiary Icare Finland Oy acquired the artificial intelligence (AI) software com- pany Thirona Retina B.V. Revenio Research Oy and Oscare Medical Oy were merged with the subsidiary Icare Finland Oy on December 31, 2024. Strategy During the strategy period 2021–2023 Revenio has trans- formed from an eye care-focused ophthalmic diagnostic device provider to a complete eye care solution sup- plier. In November 2023, Revenio published its updated strategy for the years 2024–2026. Revenio's updated growth strategy aims to improve clinical diagnostics' quality and to streamline clinical care pathways through specific product innovations and software solutions. The Group develops new products to support more effective screening, prevention and diagnosis of eye diseases. A key strategic goal is also to further increase the custom- er- centric approach within operations and to develop the Group's personnel and strengths related to corpo- rate culture. As part of its strategy work Revenio has defined its essential sustainability topics and improved its reporting capabilities in relation to future reporting obligations. The cornerstones of the updated strategy of Revenio for 2024–2026 are: 1. Improve the quality of clinical diagnostics with targeted product innovations 2. Optimize clinical care pathways with connected and predictive solutions 3. Enhance customer focus in operations & sales 4. Continue to develop People & Culture as a foundational strength 5. Continue sustainable and profitable growth As the prevalence of vision-threatening diseases in- creases, Revenio works to keep the wonderful world visible for all. During the strategy period, the Group's focus will increasingly shift towards connected and predictive eye care pathways. The foundation for main- taining profitable growth comprises top-tier offering, a diverse team of global professionals, uncompromised dedication to quality, a customer-centric approach in operations and sales, as well as strategic channels and partnerships. With these strengths, Revenio aims to grow 3 times faster than the market growth from 2025 onwards. Development of business operations and the operating environment in 2024 The year 2024 showed an upward trend towards the end of the year. Although the first quarter was soft, sales picked up as the year progressed and the last quarter culminated in an all-time sales record in December. This year, sales consisted of smaller in- dividual transactions, and unlike in the comparison period, there were no significant large one-time orders. Recurring revenue from software licenses, service con- tracts and probe sales accounted for nearly one-third of our total net sales, and its share is expected to grow in the future. The scalable business model has proven to be very effective, and the growth in net sales was also reflect- ed in good profitability, which is among the best in the industry. Revenio applied in 2024 for the U.S. Food and Drug Administration (FDA) marketing authorization for iCare ILLUME screening solution, which includes iCare DRSplus fundus imaging device, iCare ILLUME cloud platform, and AI. The costs of clinical trials related to the marketing authorization process were concentrated in the first quarter of the year. The implementation of Revenio’s strategy is progressing as planned and the company is on the path of profit- able growth. New product innovations play a key role in the growth strategy. In 2024, four new products were launched: iCare ST500, iCare TONOVET Pro, TONOVET REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 5REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 Pet, and iCare MAIA. The number of customers and measurement volumes of the iCare ILLUME screening solution has increased significantly, and the scalability of the comprehensive solution has been validated. In soft- ware solutions, Revenio took a significant step forward in August with the acquisition of Thirona Retina, whose RetCAD software improves eye disease screening using AI technology. This strengthens the ambition to develop innovative customer-centric solutions and lays down the foundation for recurring revenue. Revenio believes that software solutions will play a growing role in eye health diagnostics and improving the efficiency of care pathways. The launch and marketing authorization in the US of the iCare ST500 slit lamp mounted tonometer were signifi- cant achievements that strengthened the global position. Chinese authorities granted a marketing authorizatio during the financial period for the updated version of iCare IC200 featuring Quick Measure. Obtaining a marketing authorization in China for the iCare EIDON, iCare EIDON AF and iCare EIDON UWF fundus im- aging systems strengthens Revenio’s position as a pioneer in fundus imaging. The company is preparing commercial deliveries of the new iCare MAIA microperimeter in early 2025. The iCare ILLUME screening solution expanding into new markets, such as Germany and the Middle East, is an im- portant part of Revenio’s growth strategy. The AI-powered RetCAD software by Thirona Retina, which was acquired in the third quarter, is part of the iCare ILLUME screen- ing solution, which has been very well received by our customers. RetCAD uses artificial intelligence to screen fundus images for eye diseases, including diabetic retinop- athy, age-related macular degeneration, and glaucoma. In 2024, RetCAD already produced more than twice the num- ber of patient reports compared to the previous year. The number of iCare ILLUME screening sites also quadrupled in 2024. The iCare ILLUME screening solution is currently undergoing the marketing authorization process in the United States. Revenio also invested in sales and marketing activities as well as our visibility to strengthen the awareness of the iCare brand. People and culture are an important strategic cornerstone for the company. Revenio supports compe- tence development with the Talent Management frame- work, which models competence at different organization- al levels. The most important step forward in 2024 was the definition of the work role architecture and role develop- ment paths. Revenio launched a training program for man- agers to support the implementation of the strategy and the development of managerial work. In addition, Revenio started working with Aalto Executive Education in 2024, with 20 experts participating in a program focused on per- sonal learning, leadership and business development. Revenio continued our preparation for sustainability re- porting in accordance with the Corporate Sustainability Reporting Directive (CSRD). A double materiality assess- ment was carried out, in which Revenio assessed the impacts, financial risks and opportunities of operations related to sustainability. The material topics are mainly aligned with the previous sustainability program. Revenio is a profitable growth company that is increasingly shifting from a product-focused offering to providing com- prehensive eye health solutions. Although Revenio expects the operating environment to remain challenging in 2025, the competitive product and solution offering provides a strong foundation to outperform the overall industry de- velopment. The macroeconomic and geopolitical outlook for 2025 is challenging and includes uncertainties that may impact the business environment. Monitoring these developments and reacting promptly are key elements of the Group’s strategy. Furthermore, uncertainty regard- ing potential U.S. import tariffs is increasing, and Revenio strives to prepare accordingly. Net sales, profitability, and profit Revenio Group’s net sales January 1–December 31, 2024 was EUR 103.5 (96.6) million. Net sales increased by 7.2%. The currency-adjusted growth of net sales was 5.9%, or 1.3%-points weaker than the reported growth. EBITDA was EUR 30.2 (30.3) million, or 29.2% of net sales, down by 0.2%. The Group’s operating profit was EUR 25.0 (26.3) mil- lion, down by 4.9%. The adjusted operating profit was EUR 26.0 (27.3) million, or 25.1% of net sales, down by 5.0%. Profit before taxes was EUR 24.6 (25.4) million, down by 3.0% year-on-year. Earnings per share came to EUR 0.695 (0.719). Equity per share came to EUR 4.04 (3.74). Balance sheet, financial position and cash flow The Group’s balance sheet total totaled EUR 141.3 (137.4) million on December 31, 2024. The value of goodwill on the balance sheet totaled EUR 63.3 (59.4) million on December 31, 2024. The Group’s equity was EUR 107.7 (99.9) million. The Group’s net debt at the end of the financial year totaled EUR -7.9 (-3.6) million, and net gearing was -7.3 (-3.6)%. The Group’s equity ratio was 76.2 (72.7)%. The Group’s liquid assets at the end of the financial period on December 31, 2024 totaled EUR 20.7 (21.5) million. Cash flow from operations totaled EUR 23.9 (10.9) million. REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 6REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 Personnel and management On December 31, 2024, the members of the Leadership Team of Revenio Group are • President & CEO Jouni Toijala • Vice President, Sales John Floyd • Vice President, Quality Heli Huopaniemi • Vice President, Operations Ari Isomäki • CFO Robin Pulkkinen • Vice President, R&D Marco Rizzardo • Vice President, Products, Brand and Marketing Erkki Tala • Vice President, Strategy and Business Development Kate Taylor • Vice President, People & Culture Hanna Vuornos Erkki Tala was appointed as a member of the Leadership team and responsible for products, brand and marketing as of March 1, 2024. Marco Rizzardo was appointed as a member of the Leadership team and responsible for reaserch and de- velopment as of January 8, 2024. At the end of the year the number of employees was 241 (216). Shares, share capital, and management and employee holdings On December 31, 2024, Revenio Group Corporation’s fully paid-up share capital registered with the Trade Register was EUR 5,314,918.72 and the number of shares totaled 26,681,116. The Company has one class of shares, and all shares confer the same voting rights and an equal right to dividends and the Company’s funds. On December 31, 2024, the President & CEO, members of the Board of Directors, the Leadership team members and their related parties held 0.24% of the Company’s shares, or 63,968 shares. The Company did not buy back any of its shares during the financial period. At the end of the financial period, the Company held 84,309 of its own shares. In late 2015, the employees of Revenio Group working in Finland established a personnel fund, into which any bonuses earned by employees through incentive schemes can be paid. This arrangement is widely used. The Annual General Meeting of April 4, 2024, decided that approximately 40% of Board members' emolument will be settled in the form of Company shares. The valid authorizations of the Board of Directors relat- ing to repurchase and issuance of shares are presented in the section on the Annual General Meeting. Share option schemes At the end of the financial period the Company has no existing option schemes. Share incentive plans Revenio Group Corporation’s Board of Directors has decided on the three-year performance periods of the performance-based long-term share-based incentive plans for the company's key personnel, that were effect during the financial year 2024, on January 2022 (PSP 2022-2024), August 2023 (PSP 2023-2025), and March AVERAGE NUMBER OF PERSONNEL DURING THE FINANCIAL YEAR 2024 (PSP 2024-2026). Longterm performance-based share plans form part of the Company's remuneration program for key personnel and are aimed at supporting the implementation of the Company's strategy and har- monizing the objective of key personnel and Company shareholders in growing shareholder value. Based on the ended earning period of the share-based incentive plan 2021-2023 (PSP 2021-2023), no shares were trans- ferred to the Company's key personnel participating in the plan. In addition, if certain conditions are met, the CEO is en- titled to a restricted share plan (RSP 2021-2023) under which the CEO would be entitled to receive a total of 3,000 shares in three installments of the Company. The Board of Directors decided on March 2024 on the establishment of a new individual restricted share plan structure (RSP 2024-2026) which is intended to be used as a complementary share-based retention plan for the Company's key personnel. The Company’s Board of Directors decided during March, 2021, on a restricted share plan for five key em- ployees of the Oculo business (nowadays Icare World Australia Pty Ltd.). The plan was established as part of a long-term incentive and commitment program to support the realization of Revenio Group’s strategy, har- monize the interests of shareholders and plan partici- pants and increase the Company's value and profits in the long term, as well as to strengthen the participants’ commitment to Revenio. The plan had a restricted maximum number of shares. Under the plan, shares in the Company were to be issued for a total maximum value of 1,660,000 Australian dollars, calculated using the trade-weighted average price of the Revenio share on the date of the completion of the Oculo acquisition. The performance-based, three-year plan covered the years 2021—2023. A total of 833 of the company’s trea- JAN-DEC/2024 JAN-DEC/2023 Revenio Group 229 214 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 7REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 SUMMARY OF TRADING ON NASDAQ HELSINKI January 1–December 31, 2024 JANUARY– DECEMBER 2024 TURNOVER, NUMBER OF SHARES VALUE TOTAL, EUR HIGHEST, EUR LOWEST, EUR AVERAGE PRICE, EUR LATEST, EUR REG1V 4,832,876 135,684,138 35.84 23.36 28.08 26.58 DEC 31, 2024 DEC 31, 2023 Market value, EUR 709,184,063 724,659,111 Number of shareholders 22,902 25,057 sury shares were issued in August 2024 in a directed share issue without payment to persons included in the share-based incentive scheme. Information on the remuneration schemes currently used in Revenio Group can be found at the Company’s website at: www.reveniogroup.fi/en/investors /corporate_governance/remuneration Trading on Nasdaq Helsinki During the period January 1–December 31, 2024, Revenio Group Corporation’s share turnover on the Nasdaq Helsinki exchange totaled EUR 135.7 (277.7) million, representing 4.8 (10.0) million shares or 18.1 (37.5) % of all shares outstanding. The highest trans- action price was EUR 35.84 (41.50) and the lowest was EUR 23.36 (17.51). The closing price at the end of the financial period was EUR 26.58 (27.16) and the weighted average price for the financial period was EUR 28.08 (27.77). Revenio Group Corporation’s market value stood at EUR 709 (725) million on December 31, 2024. REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 8REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 Flagging notifications Between January 1–December 31, 2024, Revenio Group Corporation did not receive notifications of any changes in holdings as referred to in Chapter 9, Section 5, of the Securities Markets Act. Management transactions Transactions in Revenio securities by members of Revenio Group Corporation's management during the financial period have been published as stock exchange releases and can be viewed on the Company website at www.reveniogroup.fi/en/releases. Corporate Governance In its decision-making and corporate governance, Revenio Group Corporation abides by the Finnish Limited Liability Companies Act, other legal provi- sions concerning listed companies, Revenio Group Corporation's Articles of Association, and the rules and guidelines issued by Nasdaq Helsinki Ltd. The company complies with the Finnish Corporate Governance Code issued on January 1, 2025 by the Securities Market Association. Revenio’s Corporate Governance statements are pub- lished annually on the company website at www.reveniogroup.fi/en/investors /corporate_governance. The company’s Corporate Governance statements are available in the Investors section of the company web- site at www.reveniogroup.fi/en/investors /corporate_governance. REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 9REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 MAJOR SHAREHOLDERS December 31, 2024 SHAREHOLDERS BY SIZE OF HOLDING NO. OF SHARES % 1 William Demant Invest A/S 5,229,023 19.60% 2 SEB Investment Management 1,140,063 4.27% 3 Vanguard 895,331 3.36% 4 Swedbank Robur Funds 749,000 2.81% 5 Ilmarinen Mutual Pension Insurance Company 699,792 2.62% 6 Elo Mutual Pension Insurance Company 393,324 1.47% 7 La Financière de l'Echiquier 385,370 1.44% 8 BlackRock 372,848 1.40% 9 Handelsbanken Funds 371,812 1.39% 10 Varma Mutual Pension Insurance Company 336,746 1.26% OWNER DISTRIBUTION BY HOLDINGS CAPITAL NUMBER OF SHARES NUMBER OF KNOWN OWNERS 1 - 100 1.99% 531,265 14,392 101 - 500 5.11% 1,363,775 5,748 501 - 1,000 3.38% 902,352 1,238 1,001 - 5,000 9.70% 2,587,277 1,176 5,001 - 10,000 4.47% 1,192,793 168 10,001 - 50,000 10.52% 2,805,855 129 50,001 - 100,000 5.36% 1,430,319 21 100,001 - 500,000 22.33% 5,958,872 25 500,001 - 1,000,000 8.79% 2,344,123 3 1,000,001 - 23.87% 6,369,086 2 Unknown 4.48% 1,195,399 0 Tot a l 100,00 % 26,681,116 22,902 * Monitor by Modular Finance AB. Compiled and processed ownership data from various public sources, including Euroclear Finland and Morningstar, and from direct shareholder disclosures. While all efforts have been made to secure as updated and complete information as possible, neither Modular Finance nor Revenio Group can guarantee the completeness or accuracy of the data. OWNERSHIP STRUCTURE 3.87% Other 6.65% Pension & insurance 19.60% Investment & PE 0.23% Foundations 33.80% Private Individuals 0.32% Treasury shares 4.48% Unknown owner type 0.79% State, munici- pal & county Total: 100% 30.26% Fund companies SHAREHOLDERS BY SECTOR 31/12/2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 10REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 Remuneration report The AGM decided to approve the remuneration report. The resolution on the remuneration report is advisory. Remuneration policy The AGM decided to approve the remuneration policy. The resolution on the remuneration report is advisory. Authorizing the Board of Directors to decide on the acquisition of own shares The AGM authorized the Board of Directors to resolve on the acquisition of a maximum of 1,334,055 of the company’s own shares in one or more tranches using the company’s unrestricted equity. The company may buy back shares in order to develop its capital structure, finance or implement any cor- porate acquisitions or other transactions, implement share-based incentive plans, pay board fees or other- wise transfer or cancel them. The company may buy back shares in public trading on marketplaces whose rules and regulations allow the company to trade in its own shares. In such a case, the company buys back shares through a directed pur- chase, i.e. in a proportion other than its shareholders’ holdings of company shares, with the consideration paid for the shares based on their publicly quoted mar- ket price so that the minimum price of the purchased shares equals the lowest market price quoted in public trading during the authorization period and their max- imum price equals the highest market price quoted in public trading during that period. The authorization is effective until the end of the Annual General Meeting held in 2025, yet no further than until June 30, 2025. This authorization shall super- Annual General Meeting and currently valid authorizations of the Board of Directors Decisions by the Annual General Meeting of Revenio Group Corporation on April 4, 2024 Financial statements, Board and Auditors The AGM confirmed the company's financial statements for the financial year 1 January – 31 December 2023 and discharged the members of the Board of Directors and the CEO from liability. The AGM decided that five members be elected to the Board of Directors and elected Arne Boye Nielsen, Ann- Christine Sundell, Riad Sherif, Pekka Tammela, and Bill Östman as members of the Board of Directors. The AGM decided that the Chair of the Board be en- titled to an annual emolument of EUR 60,000, the possible Vice Chair of the Board of Directors be enti- tled to an annual emolument of EUR 45,000, the Board Members be entitled to an annual emolument of EUR 30,000, the chair of the Audit Committee be entitled to an annual emolument of EUR 20,000, the chair of the Nomination and Remuneration Committee be entitled to an annual emolument of EUR 10,000, and the mem- bers of the Board Committees be entitled to an annual emolument of EUR 5,000. Approximately 40 percent of the Board members' an- nual remuneration (gross) will be settled in the form of the company’s shares held in its treasury, however not exceeding a maximum of 3,200 shares in total, while approximately 60 percent will consist of a monetary payment. Tax will be deducted from the monetary payment, calculated on the amount of the entire annual remuneration. The shares will be assigned to the Board members within two weeks of the release of Revenio Group Corporation’s interim report for the period of January 1 - March 31, 2024, using the trade volume weighted average price on the day following the release of the interim report as the share value. The AGM further decided that the chairs of the Board of Directors and the Board Committees be paid an attendance allowance of EUR 1,000 for Board and Board Committee meetings and EUR 600 for short teleconferences, Board members EUR 600 for Board and Board Committee meetings and EUR 300 for short teleconferences per meeting, yet so that the aforemen- tioned attendance allowance for the Board and Board Committee meetings for Board and Committee chairs who live outside of Finland and travel to Finland for the meeting is EUR 2,000 and the aforementioned atten- dance allowance for the Board and Board Committee meetings for members is EUR 1,200. Any travel expenses of the members of the Board or Board Committees will be compensated in accordance with the company’s travel expense regulations. The AGM re-elected Deloitte Ltd, Authorized Public Accountants, as the company's auditors, with Authorized Public Accountant (APA) Mikko Lahtinen acting as the principal auditor. The AGM decided to pay the auditors’ fees as invoiced and approved by the company. Dividend distribution The AGM decided to accept the Board's proposal on profit distribution, according to which a dividend of EUR 0.38 per share will be paid. The dividend will be paid to shareholders who have been registered in the com- pany's shareholder register, maintained by Euroclear Finland Ltd, by the dividend record date on April 8, 2024. The dividend payment date was April 15, 2024. REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 11REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 The duties of the Audit Committee are to: • monitor and assess the financial reporting system • review the effectiveness of Revenio Group Corporation’s internal control and risk management systems, the Group’s risks, and the quality and scope of risk management • approve the internal audit guidelines and reviewing the internal audit plans and reports • monitor and assess how agreements and other legal acts between the Company and its related parties meet the requirements of the ordinary course of business and market terms • monitor the statutory auditing of the financial statements and consolidated financial statements as well as the reporting process and ensure their accuracy • monitor the Company’s auditing • monitor and evaluate the independence of the auditor and, in particular, the offering of services other than auditing services by the auditor and propose a resolution on the election and fee of the auditor • review the description of the main features of the internal control and risk management systems in relation to the financial reporting process, which is included in the Company’s Corporate Governance Statement • evaluate compliance with laws, regulations, and Company policies and monitoring significant litigations of Group companies • execute any other duties bestowed upon it by the Board sede the authorization granted at the Annual General Meeting of March 23, 2023. Authorizing the Board of Directors to decide on a share issue and on granting stock options and other special rights entitling to shares The AGM decided to authorize the Board of Directors to decide on issuing a maximum of 2,668,111 shares in a share issue or by granting special rights (including stock options) entitling holders to shares as referred to in Chapter 10 Section 1 of the Companies Act, in one or several tranches. This authorization is to be used to finance and imple- ment any prospective corporate acquisitions or other transactions, to implement the company’s share-based incentive plans, or for other purposes determined by the Board. The authorization grants the Board the right to decide on all terms and conditions governing the share issue and the granting of said special rights, including on the recipients of the shares or special rights and the amount of payable consideration. The authorization also includes the right to issue shares by deviating from the shareholders’ pre-emptive rights, i.e. by issuing them in a directed manner. The authorization of the Board covers both the issue of new shares and the transfer of any shares that may be held by the company. The authorization is effective until the end of the Annual General Meeting held in 2025, yet no further than until June 30, 2025. This authorization shall su- persede the issue authorization granted at the Annual General Meeting of March 23, 2023. Board of Directors and Auditors Until the Annual General Meeting April 4, 2024, the Company’s Board of Directors comprised Arne Boye Nielsen (Chair), Riad Sherif, Ann-Christine Sundell, Pekka Tammela and Bill Östman (Vice Chair). After the Annual General Meeting 2024, the Company’s Board of Directors comprises Arne Boye Nielsen (Chair), Riad Sherif, Ann-Christine Sundell, Pekka Tammela, and Bill Östman (Vice Chair). In 2024, the Board met 10 times, and the average atten- dance rate was 96%. In 2023, the average attendance rate was 98%. In 2024, the Audit Committee met 5 times and the attendance rate was 100%. In 2024, the Nomination and Remuneration Committee met 6 times and the atten- dance rate was 94%. In the course of the financial year, the company paid, in total, EUR 304,000 in payments as Board emoluments. In addition, a total of 3,200 Revenio Group Corporation shares were granted as Board emoluments. Deloitte Oy, Authorized Public Accountants, acts as the company’s auditors, with Mikko Lahtinen, Authorized Public Accountant, as the principal auditor. Audit Committee At its organizing meeting, held after the Annual General Meeting 2024, the Board elected from amongst its members the following members to serve on its Audit Committee: Pekka Tammela (Chair), Arne Boye Nielsen and Ann-Christine Sundell. REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 12REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 development of key human resources and the manage- ment of the subcontractor and supplier network. The range and probability of cyber threats has increased. When realized, a cyber threat can affect the continuity of Revenio Group's business, the Group's reputation, or lead to significant sanctions. Risks caused by cyber threats are prepared with technical, administrative and organizational information security development. Corporate acquisitions and the purchase of assets with growth potential related to eye health are part of the Group strategy. The success of these acquisitions has a significant impact on the achievement of growth and profitability targets. Acquisitions may also change the Group’s risk profile. Strategic risks and the need for action are regularly monitored and assessed in connection with day-today management, monthly Group reporting, and annual strategy updates. Operational risks are associated with the retention and development of major customers, the operations of the distribution network, and success in extending the cus- tomer base and markets. Operational risks in the eye health sector that the Company specializes in include, in particular, factors related to expansion into new mar- kets, such as various countries' national regulations of marketing authorizations for medical instruments and the related official decisions concerning the health care market. Success in eye health R&D projects launched in accordance with the strategy can also be classified as an operational risk. Furthermore, the global availability challenges related to electronic components may cause operational risks. The operational risks related to the manufacture, prod- uct development, and production control of medical instruments are estimated to be higher than average due to the sector’s ambitious requirements concerning Nomination and Remuneration Committee At its organizing meeting, held after the Annual General Meeting 2024, the Board elected from amongst its members the following members to serve on its Nomination and Remuneration Committee: Bill Östman (Chair), Riad Sherif and Arne Boye Nielsen. The duties of the Nomination and Remuneration Committee include: • the preparation of a proposal for the appoint- ment of directors made to the general meeting • the preparation of a proposal concerning the remuneration of the directors made to the general meeting • the presentation of a proposal concerning directors to be made to the general meeting • finding successor candidates for directors • the preparation of the appointment of the CEO and other management as well as successor planning • the preparation of the salary and other financial benefits of the CEO and other management • the preparation of matters concerning the company’s remuneration schemes • the assessment of the remuneration of the CEO and other management as well as seeing to the appropriateness of the remuneration schemes • the preparation of the remuneration policy and report • the presentation of the remuneration policy and report in the general meeting and responding to questions related thereto Remuneration reporting Revenio’s remuneration reporting consists of the Remuneration Policy presented to the Annual General Meeting at least once every four years and, from 2020, the Remuneration Report, presented each year, which provides information on the fees paid to the company’s governing bodies in the financial period. The company will publish the Remuneration Report for 2024 as a sep- arate document on March 19, 2025 on the company’s website at www.reveniogroup.fi/en/investors /corporate_governance/remuneration. In addition, the company’s website provides information on the cur- rent remuneration schemes for the Board of Directors and the President and CEO as well information on the remuneration of the Group Management Team on an aggregate level. Risks and uncertainty factors Risks Revenio Group is exposed to include strategic, op- erational, business cycle, damage, financial, and politi- cal risks. In addition, the threat of the global impact of pandemics and the risk of cyber threats have increased. The Group’s strategic risks include competition in all sectors, the threat posed by new competing products, and any other actions of the Company’s rivals that may affect the competitive situation. Another strategic risk is related to the ability to shift the strategic focus to- wards integrated and predictive eye care pathways and to succeed in R&D activities and to maintain a competi- tive product mix. The Group develops new technologies under Icare Finland Oy, CenterVue Spa and iCare World Australia Pty Ltd, and any failure in the commercializa- tion of individual development projects may result in the depreciation of capitalized development expens- es, with an impact on the result. Strategic risks in the Group's segments that require special expertise are also associated with the successful management and REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 13REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 analysis as part of the preparations for the Corporate Sustainability Reporting Directive (CSRD). With regard to responsibility, the company also promoted its capacity to carry out emissions accounting in accordance with the GHG Protocol and updated its operating model for sustainability management and interaction in 2024. The development of sustainability reporting and materiality assessment is an ongoing process that is used in the assessment and development of changes in the operat- ing environment and business. For 2024, Revenio continued to implement the sustain- ability program developed the previous year. The sus- tainability program covers four main themes that are linked to the company’s basic business—promoting eye health and improving the quality of life through prod- ucts and services and, for example, enhanced screening coverage—and HR responsibility, environmental respon- sibility and good corporate governance. Revenio complies with laws, regulations, rules issued by Nasdaq Helsinki, principles of good corporate gover- nance as well as its Code of Conduct and agreed on operating practices. Our group-wide ethical principles are aimed at supporting us in our decision-making in the global business environment and ensuring respon- sibility in all our actions. For our partners, we choose operators who share our ethical, social, and environmental values, and who follow good practices and standards regarding human rights, labor, health, safety, and environmental protec- tion. We respect local cultures, customs and values in all our operating countries. Revenio supports both local and international officials in their efforts to eradicate corruption. Revenio requires all its suppliers to commit to the Supplier Code of Conduct, which covers a broad range of themes from human rights and environmental quality. Damage-related risks are covered by insurance. Property and business interruption insurance provides protection against risks in these areas. The business activities of the Group are covered by international liability insurance. Financial risks can be further categorized into cred- it, interest-rate, liquidity, and foreign exchange risks. The Board assesses financial risks and other financial matters in its monthly meetings, or more frequently, as necessary. If required, the Board provides deci- sions and guidelines for the management of financial risks including, for example, interest-rate and currency hedging decisions. Liquidity risk can be affected by the availability of external financing, the development of the Group’s credit standing, trends in business oper- ations, and changes in the payment behavior of cus- tomers. Liquidity risks are monitored by means of cash forecasts, which are drawn up for periods of, at most, 12 months at a time. The management of corporate responsibility risks is a part of the Company’s risk management process, ac- cording to which risks are assessed annually. Corporate responsibility is viewed through economic, environmen- tal and social responsibility. Revenio Group offers eye health diagnostics solutions under the iCare brand. Reputational damage might have a negative impact on Revenio Group’s business. Possible causes for reputational damage include cyber security or compliance challenges or notable delivery or product quality issues. Leakage of sensitive employee or customer data might also lead to reputational dam- age and notable financial consequences. Revenio Group products are sold in over 100 coun- tries. Economic and political uncertainties, interest and inflation risks and the unstable trade and geopolitical situation may affect the demand for Revenio Group products. Revenio actively monitors political develop- ments in different market areas from a risk manage- ment perspective. Developments in national govern- ment policies or changes to relevant legislation may have an impact on the Group’s business. The security situation in Europe has changed drastically since the Russia invasion of Ukraine. Revenio stopped all its busi- ness in Russia and Belarus in the first quarter of 2022. Revenio’s sales in Russia have been limited prior to the war, accounting for less than two per cent of Revenio’s net sales. Moreover, global pandemics such as Covid-19 could have direct and indirect effects on Revenio Group's business, including and an increased risk of personnel being incapacitated. Government-mandated closures of factories or borders may weaken Revenio Group's operating environment and restrictions on the move- ment of people could hamper the sales and delivery of Revenio’s products. Disputes The company is not currently involved in any disputes or legal proceedings that, in the opinion of the Board, would have a significant impact on the Group's financial position. Corporate responsibility Revenio is a supplier of comprehensive eye care solu- tions operating in the international market and a global leader in ophthalmological devices and software solu- tions. Revenio’s business has a positive impact on soci- ety by promoting eye health. Revenio takes into account the unique characteristics of the sector’s business and operating environment in all its operations concerning responsibility and sustainable development. During 2024, Revenio completed its double materiality REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 14REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 considerations to good business practices and an- ti-corruption. Revenio regularly assesses its partners in accordance with its supplier policy. As part of supplier assessments and audits, we utilize, among other things, third-party audits. Revenio has a whistleblowing service in accordance with the EU Whistleblower Directive. Stakeholders can use the service to anonymously report any serious risks of misconduct that could have a negative impact on human rights, the organization, society or environment. In terms of personnel, the material responsibility themes are personnel safety, health and well-be- ing, diversity and inclusion, good management and a corporate culture that supports innovation, as well as competence development and learning. The glob- al personnel survey results remained at a good level. Revenio has a global, harmonized personnel policy. The HR practices, including remuneration, support equality. The company does not accept gender differences in remuneration. The safety of the working environment is supported, and inappropriate treatment or harassment is not accepted. Competence development is central. The goal is for 100% of the personnel to undergo annual performance reviews in accordance with our perfor- mance review model. During the reporting year, 98.5% of the personnel had undegone performance reviews. In terms of environmental impacts, the key sustainability themes are the reduction of greenhouse gas emissions and other harmful environmental effects in our own operations and in the value chain, promoting sustainable and circular product design and reducing the lifecycle environmental impacts of our products. In 2024, Revenio continued to improve the coverage of emissions ac- counting by surveying the emission sources in the value chain, among other measures. Revenio’s environmental policy guides the company’s operations. Revenio uses a certified ISO 13485 Medical Devices quality management system that provides us with a framework for taking environmental consid- erations and sustainability into account. In product development, Revenio applies the environmental stan- dard IEC 60601-1-9 (Requirements for Environmentally Conscious Design). All new products will be designed in accordance with the standard. According to the estimate, Revenio’s largest emission impact comes from value chain emissions, which were surveyed in 2024. The readiness for Scope 3 emissions accounting of the supply chain in accordance with the GHG Protocol will be developed, and once the total emissions have been analyzed, emission reduction targets will be set for the entire value chain. In 2024, Revenio's Scope 1 emissions were 72.21 tCO2e and Scope 2 emissions were 171.20 tCO2e. The external EcoVadis sustainability assessment was repeated in 2024 in Finland and Italy. Both functions were scored at the Bronze level. Revenio will publish a report on corporate responsibility that details the implementation, goals, management and indicators of the responsibility program in accordance with the GRI framework (Global Reporting Initiative). The report will be published on Revenio’s website at www.reveniogroup.fi on March 19, 2025. The report covers key themes concerning Revenio’s corporate responsibility and sustainability impact, such as the company's most significant social and environmental impacts, stakeholder interaction, risks as well as the corporate responsibility management model and the central policies and guidelines directing responsibility and sustainability. Research and development activities R&D expenditure during the financial year totaled EUR 10.0 (10.4) million. A total of EUR 2.5 (2.6) million of R&D costs were capitalized during the year. Events after the financial period No essential events after the financial period. Financial guidance for 2025 Revenio Group’s exchange rate-adjusted net sales are estimated to grow 6-15 percent from the previous year and profitability, excluding non-recurring items, is esti- mated to remain at a good level. Proposal by the Board of Directors for distribution of profit The Group’s profit for the financial year 2024 was EUR 18,497 thousand and the parent Company’s profit was EUR 15,543,625.82. The parent Company’s distribut- able assets on December 31, 2024, amounted to EUR 99,331,175.41. The Board will propose to the Annual General Meeting of April 10, 2025, that the parent Company’s distributable assets are used in such a way that a dividend of EUR 0.40 (0.38) per share, a total of EUR 10,672,446.40, be paid out for the number of shares on December 31, 2024 with the remaining dis- tributable assets to be added to equity. The Board of Directors finds that the proposed distri- bution of profit does not endanger the liquidity of the parent Company or the Group. REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 15REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 Key figures 12 months, IFRS 12 months, IFRS 1–12/2024 1–12/2023 1–12/2022 1–12/2021 1–12/2020 Net sales TEUR 103,517 96,576 96,976 78,778 61,067 Net sales TEUR 25,050 26,343 29,683 22,103 17,130 Operating profit % 24.2 27.3 30.6 28.1 28.1 Profit before taxes TEUR 24,622 25,384 29,056 22,099 16,719 Profit before taxes % 23.8 26.3 30.0 28.1 27.4 Net profit for financial period TEUR 18,497 19,109 21,753 17,321 13,362 Net profit % 17.9 19.8 22.4 22.0 21.9 EBITDA 30,239 30,287 33,117 25,722 21,693 Gross capital expenditure in non-current assets TEUR 4,344 5,844 4,546 15,665 2,389 Gross capital expenditure, % of net sales 4.2 6.1 4.7 19.9 3.9 R&D expenses TEUR 10,362 10,411 8,620 6,518 4,602 R&D expenses % 10.0 10.8 8.9 8.3 7.5 Return on equity % 17.8 20.0 25.7 23.4 19.9 Return on investment % 22.1 23.5 28.2 22.4 18.1 Equity ratio % 76.2 72.7 66.8 63.0 60.9 Net leveraging % -7.3 -3.6 -13.1 -1.0 -2.4 Leveraging % 11.9 17.9 22.2 31.1 39.0 Average number of personnel 229 214 194 167 135 KEY INDICATORS PER SHARE 1–12/2024 1–12/2023 1–12/2022 1–12/2021 1–12/2020 Earnings per share EUR 0.70 0.72 0.82 0.65 0.50 Equity attributable to equity owners of the parent company per share EUR 4.04 3.74 3.41 2.94 2.61 Dividend per share EUR 0.40 0.38 0.36 0.34 0.32 Dividend payout ratio % 57.5 52.9 44.0 52.1 63.4 Effective dividend yield % 1.5 1.4 0.9 0.6 0.6 P/E ratio 38.2 37.8 47.2 85.2 99.6 Diluted number of shares at end of period 26,681,116 26,681,116 26,681,116 26,681,116 26,658,952 Diluted number of shares average during period (acquired own shares excluded) 26,596,807 26,592,774 26,580,374 26,557,464 26,476,975 Share price, year low EUR 23.36 17.51 36.02 45.70 18.48 Share price, year high EUR 35.84 41.50 58.70 72.00 51.5 Share price, average EUR 28.08 27.77 44.46 56.65 30.98 Share price at the end of period EUR 26.58 27.16 38.60 55.55 50.30 Market capitalization at end of period MEUR 709 725 1,029 1,482 1,341 Turnover, number of shares 4,832,876 10,000,744 6,256,523 9,506,333 14,420,198 Turnover % 18.1 37.5 23.4 35.6 54.1 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 16REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 Formulas used Alternative growth indicators used in financial reporting EBITDA Operating profit + amortization + impairment EARNINGS PER SHARE Net profit for the period (attributable to the parent company’s shareholders) Average number of shares during the period – own shares purchased EQUITY RATIO, % Shareholders’ equity + non-controlling interest Balance sheet total – advance payments received NET GEARING, % Interest-bearing debt – cash and cash equivalents Total equity RETURN ON EQUITY (ROE), % Profit for the period Shareholders’ equity + non-controlling interest RETURN ON INVESTMENT (ROI), % Profit before taxes + interest and other financial expenses Balance sheet total – non-interest-bearing debt EQUITY PER SHARE Equity attributable to shareholders Number of shares at the end of the period LEVERAGING, % Interest-bearing liabilities Toal equity DIVIDEND PAYOUT RATIO, % Dividend Earnings per share EFFECTIVE DIVIDEND YIELD, % Dividend proposal presented to the AGM Share price at the end of period x 100 x 100 x 100 x 100 x 100 x 100 x 100 Revenio Group Corporation has adopted the guidelines of the European Securities and Market Authority (ESMA) on Alternative Performance Measures. In addition to the IFRS-based key figures, the Company will publish certain other generally used key figures that may, as a rule, be derived from the income statement and balance sheet. The calculation of these figures is presented below. According to the Company’s view, these key figures supplement the income statement and balance sheet, providing a better picture of the company’s financial perfor- mance and position. Revenio Group’s reported net sales are strongly affected by fluctuations in the exchange rate between the euro and the US dollar. As an alternative growth indicator, the Company also presents net sales with the exchange rate effect eliminated. ALTERNATIVE GROWTH INDICATOR (EUR THOUSAND) 1–12/2024 Reported net sales 103,517 Effect of exchange rates on net sales 816 Net sales adjusted by the effect of exchange rates 102,702 Growth in net sales, adjusted by the effect of exchange rates 5.9% Reported net sales growth 7.2% Difference, % points -1.3% REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 17REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 ALTERNATIVE PROFITABILITY INDICATOR EBITDA (EUR THOUSAND) 1–12/2024 1–12/2023 Operating profit, EBIT 25,050 26,343 Depreciation, amortization, and impairment 5,189 3,944 EBITDA 30,239 30,287 OPERATING PROFIT ADJUSTED BY NON- RECURRING COSTS (EUR THOUSAND) 1–12/2024 1–12/2023 Operating profit, EBIT 25,050 26,343 One-time write downs 731 0 Costs from one-time projects 178 983 Adjusted operating profit, EBIT 25,958 27,326 Alternative profitability indicator EBITDA (EUR thousand) EBITDA = Operating profit + depreciation + impairment As an alternative growth indicator, the Company also presents profitability as an operating margin (EBITDA) key figure. 18REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Consolidated Financial Statements January 1–December 31, 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 18 19REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE The notes to the financial statements form an essential part of the financial statements. Consolidated comprehensive profit & loss statement NOTE JAN 1–DEC JAN 1–DEC NO. 31, 2024 31, 2023 Net sales 1, 2 103,517 96,576 Other operating income 3 350 217 Cost of goods sold Materials: Purchases during the financial period -23,572 -25,498 Change in inventories 234 4,096 External services -7 ,240 -6,939 Cost of goods sold total -30 ,57 8 -28,341 Employee benefit expenses 4, 5, 6 Salaries and fees -19,882 -16,030 Indirect personnel costs Pension costs -1, 758 -1,658 Other indirect personnel expenses -1,441 -1,436 Employee benefit expenses total -23,081 -19, 124 Depreciation, amortization, and impairment 12, 13 Depreciation -4,458 -3,944 Amortization -731 0 Depreciation, amortization, and impairment total -5, 189 -3,944 Other operating expenses 7, 8 -19,969 -19,040 Operating profit 25,050 26,343 NOTE JAN 1–DEC JAN 1–DEC NO. 31, 2024 31, 2023 Financial income and expenses 9 Financial income 1,432 708 Financial expenses -1,859 -1,66 7 Financial income and expenses total -428 -959 Profit before taxes 2 4,622 25,384 Taxes 10 Income taxes -6, 125 -6,27 4 Taxes total -6, 125 -6,2 7 4 Profit for the period 18,49 7 19, 109 Other comprehensive income items Items that may be reclassified subsequently to profit or loss Translation differences from foreign -106 -252 operations Items that are not reclassified to profit or loss Changes in fair value -7 8 0 15 Remeasurements of defined -7 2 -39 benefit liabilities TOTAL COMPREHENSIVE INCOME FOR THE PERIOD 17 ,539 18,833 Earnings per share calculated from the profit Earnings per share 11 0,695 0, 719 20REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Consolidated balance sheet NOTE DEC 31, DEC 31, ASSETS NO. 2024 2023 Non-current assets Goodwill 12 63,328 59,440 Other intangible assets 12 22,002 18,528 Property, plant, and equipment 12 2,396 2,3 7 4 Right-of-use assets 13 2,601 3,588 Other non-current financial assets 15 450 2,336 Other receivables 189 27 Deferred tax assets 10 3,3 78 2,815 Non-current assets total 94,343 89, 10 7 Current assets Inventories 14 10,099 1 0 , 478 Trade and other receivables 15 14,429 12,551 Assets for current tax 1, 779 3, 736 Cash and cash equivalents 20,687 21,542 Current assets total 46,994 48,306 ASSETS TOTAL 141,33 7 137 ,413 NOTE DEC 31, DEC 31, EQUITY AND LIABILITIES NO. 2024 2023 Equity 16, 17 Share capital 5,315 5,315 Fair value reserve -419 360 Reserve for invested unrestricted equity 52, 122 52, 179 Other reserves 280 280 Retained earnings 52,204 43,504 Translation differences -119 -1 3 Own shares -1 , 6 74 -1, 731 SHAREHOLDERS’ EQUITY TOTAL 107 , 708 99,894 NOTE DEC 31, DEC 31, LIABILITIES NO. 2024 2023 Non-current liabilities Deferred tax liabilities 10 3,630 3,273 Interest-bearing non-current liabilities 19 5,850 10,050 Lease liabilities 19 1,469 2,302 Pension obligations 6 806 702 Other liabilities 19 273 0 Non-current liabilities total 12,028 16,328 Current liabilities Current tax liabilities 25 2, 615 Interest-bearing current liabilities 19 4,200 4,200 Lease liabilities 19 1,264 1,363 Provisions 20 648 632 Trade and other payables 21 15,464 12,382 Current liabilities total 21,601 21, 192 LIABILITIES TOTAL 33,629 3 7 ,520 EQUITY AND LIABILITIES TOTAL 141,33 7 137 ,413 21REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Consolidated cash flow statement NOTE JAN 1–DEC JAN 1–DEC CASH FLOW FROM OPERATIONS NO. 31, 2024 31, 2023 Profit for the period 18,497 19, 109 Adjustments: Depreciation, amortization, and impairment 12, 13 5, 189 3,944 Non-cash items 22 963 1 ,276 Financial income and expenses 9 428 763 Taxes 10 6, 125 6,27 4 Other adjustments 22 -7 1 -572 Change in working capital: Change in trade and other receivables -2 ,4 2 4 -1, 126 Change in inventories 37 9 -3, 736 Changes in trade and other payables 2,440 -3, 7 49 Change in working capital, total 395 -8,611 Interests paid -7 5 9 -7 6 2 Interest received 254 220 Taxes paid -7, 1 4 7 -10, 779 Net cash flow from operations 23,87 4 10,862 CASH FLOW FROM INVESTING NOTE JAN 1–DEC JAN 1–DEC ACTIVITIES NO. 31, 2024 31, 2023 Acquisitions of subsidiaries less cash and cash equivalents at acquisition time 24 -4,677 0 Purchase of tangible assets -1, 156 -653 Purchase of intangible assets -3,012 -3,422 Investments in other financial assets 0 -1,900 Net cash flow from investing activities -8,846 -5,97 5 CASH FLOW FROM FINANCING NOTE JAN 1–DEC JAN 1–DEC ACTIVITIES NO. 31, 2024 31, 2023 Repayments of loans -4,580 -4,200 Dividends paid -10, 105 -9,572 Payments of lease agreement liabilities -1,412 -1,234 Net cash flow from financing activities -16,098 -15,006 Net change in cash and credit accounts -1,070 -10, 119 Cash and cash equivalents at beginning 21,542 32, 062 of period Effect of exchange rates 214 -401 Cash and cash equivalents at end 20,687 21,542 of period 22REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Consolidated statement of changes in equity Parent company shareholders’ equity RESERVE FOR INVESTED UNRESTRICTED OTHER OWN TRANSLATION RETAINED TOTAL EQUITY EQUITY RESERVES SHARES DIFFERENCES EARNINGS EQUITY EQUITY JAN 1, 2023 5,315 52,355 625 -1,907 239 34,290 90,916 Comprehensive profit Net profit for the period 19, 109 19, 109 Other comprehensive income 15 -252 -39 -2 77 Total comprehensive income for the period 0 0 15 0 -252 19,070 18,8 33 Transactions with owners Dividend distribution -9,572 -9, 572 Share-based remuneration -1 76 176 0 Share-based payments adjusted by taxes -269 -269 Other direct entries to retained earnings -1 5 -1 5 Transactions with owners total 0 -1 76 0 176 0 -9,855 -9,855 Equity Dec 31, 2023 5,315 52, 179 640 -1, 731 -1 3 43,504 99,894 EQUITY JAN 1, 2024 5,315 52, 179 640 -1, 731 -1 3 43,504 99,894 Comprehensive profit Net profit for the period 18,49 7 18,49 7 Other comprehensive income -7 8 0 -106 -7 2 -9 58 Total comprehensive income for the period 0 0 -7 8 0 0 -106 18,425 17 ,539 Transactions with owners Dividend distribution -10, 105 -10, 105 Share-based remuneration -57 57 0 Share-based payments adjusted by taxes 399 399 Other direct entries to retained earnings -1 9 -1 9 Transactions with owners total 0 -57 0 57 0 -9, 725 -9, 725 Equity Dec 31, 2024 5,315 52, 122 -140 -1 , 6 74 -119 52,204 107 , 708 23REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Notes to the consolidated financial statements DEC 31, 2024 General Revenio is a global provider of comprehensive eye care diagnostic solutions. The group offers fast, user-friend- ly, and reliable tools for diagnosing glaucoma, diabetic retinopathy, and macular degeneration (AMD). Revenio’s ophthalmic diagnostic solutions include intraocular pressure (IOP) measurement devices (tonometers), fun- dus imaging devices, and perimeters as well as clinical software under the iCare brand. Revenio Group Corporation (1700625-7) is the parent company of the Revenio Group. The company is a public limited company registered in Finland, with its domi- cile in the City of Vantaa, and is listed on the Nasdaq Helsinki Stock Exchange since October 2001. The com- pany’s registered address is Äyritie 22, 01510 Vantaa, Finland. The Board of Directors of the Revenio Group Corporation approved these financial statements for publication at its meeting on March 18, 2025. According to the Finnish Limited Liability Companies Act, share- holders have the right to approve or reject the financial statements at the Annual General Meeting following their issuance. The AGM may also decide on amend- ments to the financial statements. Copies of the financial statements are available on the company’s website at www.reveniogroup.fi. Accounting principles for the consolidated financial statements Basis of preparation The consolidated financial statements have been pre- pared in accordance with the International Financial Reporting Standards, IFRS, approved for use in the EU. The IAS and IFRS Standards and SIC and IFRIC Interpretations in effect on December 31, 2024 have been applied. International Financial Reporting Standards refer to the Standards and their interpreta- tions approved for application in the EU in accordance with the procedure stipulated in Regulation (EC) No 1606/2002 and embodied in Finnish accounting legis- lation and the statutes enacted under it. The notes to the consolidated financial statements also comply with Finnish accounting and company legislation comple- menting the IFRS Standards. The consolidated financial statements are presented in thousands of euros. The euro is the operating currency and presentation currency of the Group’s parent com- pany and all of its subsidiaries with the exception of Icare USA Inc, which has the US dollar as its operating currency, the subsidiaries Icare World Australia Pty Ltd and Revenio Australia Pty Ltd, which have the Australian dollar as their operating currency, China iCare Medical Technology Co. Ltd. which has the renminbi as its oper- ating currency and CT Operations International UK Ltd, which has the British pound as its operating currency. Application of new or revised IFRS Standards and IFRIC Interpretations The consolidated financial statements have been drawn up in accordance with the same accounting principles as in 2023, with the exception of the following new standards, interpretations and amendments to existing standards, which the Group has applied effective from January 1, 2024: • Amendments made to IAS 1, IAS 7, IFRS 7 and IFRS 16 The amendments to the above-mentioned stan- dards have not had material impact on these financial statements. Critical accounting estimates and assumptions The preparation of the financial statements requires the use of estimates and assumptions about the future. The actual results may differ from these estimates and assumptions. In addition, judgment needs to be exer- cised in the application of accounting principles. The most material items of the financial statements where the management has been required to use its judgment and for which the estimates include uncertainty are presented below. • Note 6) Pension liabilities Assumptions and judgment have been exercised to de- termine the actuarial assumptions used for calculating the present value of the defined benefit pension plans. 24REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE • Note 12) Intangible and tangible assets, section Goodwill The Group tests goodwill annually and assesses indi- cations of impairment as described under accounting principles. The recoverable amounts of cash-generating units are defined based on value in use. These calcula- tions require the use of estimates on the profitability of the business and on all factors that may affect it. • Note 12) Intangible and tangible assets, section Other intangible assets For other intangible assets with a limited useful life, it is estimated annually whether any indications of their impairment exist. If such indications are detected, the other intangible assets are subjected to impairment testing. These calculations require the use of estimates. Besides the Group strategy, and action and financial plans and prognoses for the coming years, Group man- agement bases its prognoses on estimates about the macro and micro-economic factors that affect demand in the business. The estimates used reflect actual his- tory and are consistent with external information. Climate issues Revenio uses a certified ISO 13485 Medical Devices quality management system, that defines our key environmen- tal practices, and a group-level environmental policy. In product design, Revenio applies the environmental standard IEC 60601-1-9 (Requirements for Environmentally Conscious Design). All new products developed during 2023 were designed according to the standard. The big- gest environmental impacts were mainly associated with raw materials, logistics, and the supply chain, as well as the waste generated in manufacturing and the decom- missioning of products. The most significant climate risk is related to supply chain management. Climate issues are not estimated to have a material impact on the financial statements items. Consolidation principles The consolidated financial statements include the parent company Revenio Group Corporation and all subsidiaries in which the Group has a controlling interest. The Group has a controlling interest in a company if the interest exposes the Group to the company’s variable returns or entitles it to such returns, and the Group is able to influence these returns by exercising its power over the company. Subsidiary companies are consolidated whol- ly from and including the date on which the Group has acquired the right of control. The consolidation will cease when the right of control ends. The acquisition of subsidiaries is handled using the procurement method. The consideration paid for the acquisition is the fair value of the assets transferred, the equity interests issued, and the liabilities incurred to the former owners. Any contingent consideration is recog- nized at fair value on the acquisition date and classified as a liability or shareholder equity. Contingent consider- ation classified as a liability is measured at fair value on the last day of each reporting period. The resulting profit or loss is recognized in the consolidated income state- ment. The identifiable assets acquired, liabilities assumed and contingent liabilities are initially measured at their acquisition-date fair values. Goodwill is recognized as the amount by which the transferred consideration exceeds the fair value of the net assets acquired. If the acquisition cost is less than the net assets acquired, the resulting profit is recognized through profit or loss at the date of acquisition. All acquisition-related costs are recognized as expenses in the periods in which the costs are incurred and the services are received, with the exception of costs arising from the issuance of debt or equity securities. All intercompany transactions, receivables, payables, unrealized profits, and internal distribution of profit be- tween subsidiaries are eliminated as part of the consoli- dation process. Unrealized losses are not eliminated if the loss is a result of impairment. Foreign currency items In Group companies, transactions are recorded in the operating currencies of each Group company. Foreign currency transactions are recognized at the exchange rate on the transaction date rate in the operating cur- rency. At the end of the financial period, outstanding receivables, liabilities and monetary items are mea- sured at the exchange rate prevailing on the balance sheet date through profit or loss. Exchange rate gains and losses are included in the corresponding items above operating profit. Exchange rate gains and losses from financing are recorded in financial gains and losses. The presentation currency of the consolidated financial statements is the euro and the parent compa- ny’s operating currency is the euro. The income state- ments of Group companies outside the euro zone have been translated into euros at the average exchange rate for the financial period and balance sheets have been translated at the exchange rate on the closing date. Goodwill for an acquired Group company that oper- ates in a foreign currency and fair value adjustments to book values are translated to euros at the average exchange rate for the financial period where the income statement is concerned and at the exchange rate on the closing date where the balance sheet is concerned. Translating the income statement and balance sheet at different exchange rates creates a translation differ- ence that is recognized in equity and whose effect is recognized in other comprehensive income. When a foreign Group company has been established by the Group itself, its acquisition does not involve goodwill or fair value adjustments of book values and subsequent asset items that would need to be translated into eu- ros. Changes in translation differences arising from the translation of equity items accumulated after a Group company’s establishment or acquisition are recognized in other comprehensive income. When a company is sold, the accumulated translation differences are rec- ognized as part of the gain or loss on the sale . 25REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 1) Operating segments The Group consists of a single reportable segment formed out of its independent subsidiaries with business operations and the parent company. Revenio’s ophthalmic diagnostic solutions include intraocular pressure (IOP) mea- surement devices (tonometers), fundus imaging devices, perimeters and clinical software under the iCare brand. INFORMATION ABOUT GEOGRAPHICAL AREAS 2024 FINLAN D USA OTHERS TOTAL Net sales 1,343 51,490 50,685 103,517 Non-current 6,382 1,408 82,726 90,516 assets 2023 FINLAND USA OTHERS TOTAL Net sales 1,787 48,971 45,818 96,576 Non-current 5,991 1,692 76,274 83,956 assets 2) Net sales Basis of preparation Net sales consists of revenue accrued from selling products, services and software licenses at the amount the Group expects to be entitled to in exchange for the goods and services promised to the customer. Revenue from sales is recognized when the customer obtains control over a good, service or software license that the customer can benefit from on a stand-alone basis (performance obligation). A performance obligation is an identifiable meter, device, service or license. In the case of imaging devices, the performance obligation includes the device as well as its delivery and installation. As a rule, control is transferred to the customer in connection with delivery in accordance with the terms of agreement. Over 99% of the Group’s net sales consists of the the sale of a performance obligation at a point of time . 3) Other operating income Basis of preparation Other operating income is income that is not considered to be related to operational activities. Government grants for offsetting realized expenses are recorded under other operating income. Government grants are recognized at the same time as the expenses relating to the target of the grant are recorded as an expense. The Group estimates that it will fulfil the conditions for the grants and considers it reasonably certain that the recognized grants will be awarded. JAN 1–DEC JAN 1–DEC 31, 2024 31, 2023 Grants and subsidies received 303 209 Others 47 8 Total 350 217 4) Personnel and personnel expenses AVERAGE NUMBER OF PERSONNEL JAN 1–DEC JAN 1–DEC DURING FINANCIAL PERIOD 31, 2024 31, 2023 229 214 JAN 1–DEC JAN 1–DEC EMPLOYEE BENEFIT EXPENSES 31, 2024 31, 2023 Salaries and wages -19,411 -15,747 Share-based remuneration, paid in shares -471 -283 Pension costs – defined contribution plans -1,735 -1,635 Pension costs – defined benefit plans -23 -23 Other indirect personnel expenses -1,441 -1,436 Total -23,081 -19,124 Information on management’s employment benefits are presented in Note 5 Sharebased payments and Note 25 Related parties and remuneration of management. 26REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 5) Share-based payments Management incentive scheme Basis of preparation The Board of Directors of Revenio Group Corporation has decided on the three-year earning periods of the share-based long-term incentive schemes directed towards key personnel. The long-term incentive schemes form part of the company’s remu- neration program for key personnel and are aimed at supporting the implementation of the company’s strategy and aligning the goals of key personnel and the company in order to increase the company's value. The Board of Directors decides separately on the minimum, target and maximum bonus for each participant as well as the performance criteria and related targets. The amounts of the bonuses paid to the participants depends on the achievement of previously set targets. The bonus is not paid if the targets are not achieved or if the participant’s employment relationship or service relationship is terminated before the payment of the bonus. The targets of the incentive schemes are related to the total absolute shareholder return of the company’s share, and either cumulative operating result or earnings per share over a three-year period. If the targets of the incentive scheme are achieved, the bonuses are paid in the year following the end of the performance period. The total amount of share-based bo- nuses payable based on the performance period under the scheme is equal to gross earnings minus any cash component deducted from it in order to cover taxes and any other tax-like charges arising from the share-based incentive, with the remaining net bonus paid in shares. However, the company has the right to pay the bonus fully in cash in certain situations. The number of shares granted is based on the value of the share on the date of granting the shares. The present value of the dividends earned during the perfor- mance period is deducted from the fair value. Benefits granted under the sharebased incentive scheme are recognized as expenses in the income statement evenly over time during the period in which the right arises, until the time of payment. In addition, key personnel are entitled to a restricted share-based incentive scheme, provided that certain conditions are met . TIME OF MAXIMUM MAXIMUM BONUS NUMBER OF AMOUNT OF EARNING YEARS PAYMENT PARTICIPANTS SHARE BONUS 2021-2023 2024 22 Ended 2022-2024 2025 22 16,052 2023-2025 2026 38 34,115 2024-2026 2027 40 58,800 Restricted share-based 2022-2024 1 Ended incentive 2022-2024 5 Ended schemes 2024-2026 20 23,500 27REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 6) Pension liabilities Basis of preparation The Group’s pensions are handled by external pension insurance companies. The Group has both defined con- tribution and defined benefit pension plans. Expenses related to defined contribution plans are recorded as expenses for the financial period they arise. Revenio also has an individual supplementary pension scheme for a limited personnel group. The insured retire- ment age is 63 years. These supplementary pensions are arranged with external pension insurance companies. Defined benefit pension plans Basis of preparation The Group has a defined benefit pension plan (TFR) in Italy. In the TFR plan, employees are entitled to an accrued benefit that is paid as a lump sum either upon retirement or termination of the employment rela- tionship. The plan is unfunded and the Group has no related asset items. The defined benefit pension plan is recognized in the balance sheet as a liability based on the difference be- tween the present value of the pension obligations and the fair value of plan assets. Liabilities are calculated as the present values of estimated cash flows discounted at the interest rate corresponding to the interest rate of high-quality bonds issued by companies. Actuarial gains and losses are recognized in comprehensive income and are not subsequently reclassified to profit or loss. Current service cost, past service cost, and net interest on the net defined benefit liability are recognized in the income statement. If the yields of the bonds on which the discount rate is based change, the Group may have to adjust the discount interest rate. This will affect both net defined benefit liabilities and items recognized in other com- prehensive income due to remeasurements. TFR ben- efits are linked to inflation, and growth in the inflation rate will increase the defined benefit obligation. If the development of the employer’s productivity lags behind inflation, the acceleration of inflation may increase the deficit of defined benefit plans. The Group’s defined benefit obligations relate to the provision of benefits for employed members. The expected increase in life expectancy will increase the amount of the defined benefit obligations. The TFR benefit is accrued annually on the basis of the employ- ee’s annual salary. If actual salary growth is higher than the salary increase rate assumption used for calculating the pension obligation, this may increase the amount of the pension obligation. 28REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE DEFINED BENEFIT PENSION LIABILITIES CHANGES OF LIABILITIES PRESENTED RECOGNIZED IN THE BALANCE SHEET DEC 31, 2024 DEC 31, 2023 IN THE BALANCE SHEET DEC 31, 2024 DEC 31, 2023 Present value of funded obligations 806 702 Liabilities Jan 1 702 740 Fair value of assets 0 0 Pension costs in the income statement 23 23 Present value of funded obligations on Dec 31 806 702 Pension costs in the comprehensive income 100 55 statement DEFINED BENEFIT PENSION COSTS Benefits paid -19 -115 RECOGNIZED IN THE INCOME Liabilities Dec 31 806 702 STATEMENT AND COMPREHENSIVE JAN 1–DEC JAN 1–DEC INCOME STATEMENT 31, 2024 31, 2023 Current service cost 0 0 ACTUARIAL ASSUMPTIONS USED DEC 31, 2024 DEC 31, 2023 Interest costs -23 -23 Discount rate, % 3,3 % 3,3 % Pension costs in the income statement -23 -23 Inflation assumption, % 2,1 % 2,2 % Actuarial gains and losses -100 -55 Employee turnover, % 4,7 % 3,7 % Defined benefit pension costs recognized in the income statement and comprehensive income statement -124 -78 EFFECT OF IMPACT OF CHANGES IN EFFECT OF GROWTH IN KEY ASSUMPTIONS GROWTH IN ASSUMP PRESENT VALUE OF FUNDED OBLIGATIONS DEC 31, 2024 DEC 31, 2023 CHANGE IN ASSUMP TION, Obligation at the beginning of the period 702 740 ASSUMPTION ASSUMPTION TION % Service cost 0 0 Discount rate 0.5 percentage -46 -6 % Interest costs 23 23 point Actuarial gains and losses arising from Future salary increase rate 0.5 percentage 59 7 % changes in financial assumptions 100 55 point Benefits paid -19 -115 Employee turnover 0.5 percentage 5 1 % point Present value of funded obligations 806 702 CHANGES IN FAIR VALUES OF PLAN ASSETS DEC 31, 2024 DEC 31, 2023 Fair value of plan assets on Jan 1 0 0 Interest income from assets 0 0 Contributions paid by the employer to the plan 19 115 Benefits paid -19 -115 Fair values of plan assets on Dec 31 0 0 29REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 7) Research and development expenses Basis of preparation Research expenses are recognized through profit or loss. Development expenses for new or more advanced products are capitalized on the balance sheet as intangi- ble assets from the moment the product is technically feasible, it can be utilized commercially, and it is estimated that commercial benefits can be extracted from it. Capitalized development expenses include those material, work, and testing costs directly attributable to the completion of the product for its intended use. Development expenses recognized as expenses earlier are not capitalized later. Amortization is recognized for an intagible asset from the moment it is ready for use. An intagible asset not yet ready for use is annually tested for impairment. After initial recording, capitalized R&D expenses are recognized adjusted by amortization on the purchase cost and impairment. The useful life of capitalized R&D costs is 10 years on average, during which period they are recorded as expenses through straight-line amortization. The research and development expenses included in the income statement are presented in Note 8 Other operating expenses . 8) Other operating expenses JAN 1–DEC 31, JAN 1–DEC 31, 2024 2023 Voluntary personnel expenses -1,267 -939 Office space expenses -586 -492 IT, machinery, and equipment expenses -2,640 -2,157 Marketing and travel expenses -5,915 -5,290 Research and development -2,675 -2,853 Administrative expenses -6,826 -7,286 Other operating expenses -60 -25 Total -19,969 -19,040 Administrative services include the auditor’s fees as itemized below. JAN 1–DEC 31, JAN 1–DEC 31, AUDITOR’S FEES 2024 2023 Deloitte Auditing fees -130 -124 Certificates and statements -20 -28 Other services -11 0 Total -161 -152 9) Financing expenses (net) JAN 1–DEC 31, JAN 1–DEC 31, 2024 2023 Interest on financial liabilities -684 -725 Exchange rate gains and losses 29 -417 Other financial expenses -26 -38 Interest income 254 220 Total -428 -959 30REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 10) Income taxes Basis of preparation The tax expense in the income statement consists of tax based on taxable income for the financial period and change in deferred taxes. Tax based on taxable income for the financial period is calculated on the Group companies’ taxable income at the applicable tax rate. The tax is adjusted by taxes related to previous financial pe- riods, if any. Deferred taxes are calculated based on temporary differences between book values and taxable values. However, a deferred tax liability is not recognized in the initial recognition of an asset or liability in a transaction that is not a business combination. Deferred tax liabilities are not recognized if the recognition of the asset or liability affects neither accounting nor taxable income at the date of the transaction and does not result in equal temporary differences which are taxable and deductible in taxation at the date of the transaction.Deferred tax is not rec- ognized for non-tax-deductible goodwill or for subsidiaries’ retained earnings to the extent that it is probable that the temporary difference will not reverse in the foreseeable future. The principal temporary differences, i.e. deferred taxes, arise from internal margins on inventories and changes in the fair value of intangible rights arising in connec- tion with acquisitions. Deferred tax assets are recognized to the extent that it is probable that future taxable profit, against which the temporary differences can be utilized, will be available. INCOME TAXES IN THE INCOME STATEMENT JAN 1–DEC 31, JAN 1–DEC 31, 2024 2023 Tax based on taxable income for the current -6,758 -7,851 period Tax from previous financial periods 127 -32 Change in deferred tax liabilities and assets 506 1,609 Total -6,125 -6,274 Reconciliation of tax expenses in the income statement and taxes calculated using the parent company tax rate 20% (20%): TAX RATE RECONCILIATION JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Profit before taxes 24,622 25,384 Income tax using parent company tax rate -4,924 -5,077 Different tax rates of foreign subsidiaries -338 -474 Non-taxable income and non-deductible -280 -24 expenses Unused losses fo the period -710 -667 Tax adjustments for previous fiscal years 127 -32 Taxes recognized in the income statement -6,125 -6,274 31REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE DEFERRED TAX ASSETS AND LIABILITIES, 2024 DEFERRED TAX ASSETS AND LIABILITIES, 2023 CHARGES CHARGES CHARGES TO OTHER TO IN TO OTHER ITEMIZATION OF CHARGES EX CHANGE COM ITEMIZATION OF COME EXCHANGE COM DEFERRED TAX JAN 1, AC QUIRED TO IN COME RATE DIF PR EHEN SIVE DEC 31, DEFERRED TAX JAN 1, STATE RATE DIF PR EHEN SIVE DEC 31, ASSETS, 2024 2024 BUSI NES SES STATE MENT FERENCES INCOME 2024 ASSETS, 2023 2023 MENT FERENCES INCOME 2023 Internal inventory 2,268 0 -437 144 0 1,975 Internal inventory 1,117 1,151 0 0 2,268 margin margin Unused tax 624 121 0 -19 0 725 Unused tax 646 0 -23 0 624 losses losses Right-of-use 725 0 -114 -17 0 595 Right-of-use 342 383 0 0 725 assets assets Other temporary 287 150 541 -5 0 973 Other temporary 281 6 0 0 287 differences differences Netted against -1,090 0 206 -8 0 -891 Netted against -798 -291 0 0 -1,090 DTL DTL Total 2,815 271 197 96 0 3,378 Total 1,589 1,249 -23 0 2,815 CHARGES CHARGES CHARGES ITEMIZATION OF TO OTHER ITEMIZATION OF TO IN TO OTHER DEFERRED TAX CHARGES EX CHANGE COM DEFERRED TAX COME EXCHANGE COM LIABILITIES, JAN 1, ACQUIRED TO INCOME RATE DIF PR EHEN SIVE DEC 31, LIABILITIES, JAN 1, STATE RATE DIF PR EHEN SIVE DEC 31, 2024 2024 BUSINES SES STATEMENT FERENCES INCOME 2024 2023 2023 MENT FERENCES INCOME 2023 Measurement of Measurement of tangible and tangible and intangible assets intangible assets at fair value in 3,361 736 -382 -11 0 3,705 at fair value in 3,740 -378 0 0 3,361 connection with connection with combinations of combinations of business business Lease liabilities 733 0 -114 8 0 627 Lease liabilities 342 391 0 0 733 Other temporary 269 0 -82 0 3 189 Other temporary 373 -108 0 4 269 differences differences Netted against -1,090 0 206 -8 0 -891 Netted against -798 -291 0 0 -1,090 DTA DTA Total 3,273 736 -371 -11 3 3,630 Total 3,656 -386 0 4 3,273 Net deferred 458 465 -568 -107 3 252 Net deferred 2,067 -1,635 23 4 458 taxes taxes 32REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 12) Intangible and tangible assets Basis of preparation Goodwill Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net assets of the acquired company at the date of acquisition. The justifications for recognizing goodwill have been separately assessed in connec- tion with each corporate acquisition. The total goodwill of EUR 63,328 thousand is allocated to one cash-generating unit and it is tested as a single item of goodwill for the Group as a whole. Goodwill is not amortized. Instead, it is tested for any impairment on an annual basis, or more frequently if there are any indications of impairment. Goodwill is valued at acquisition cost less impairment losses. An impairment loss is recognized in the in- come statement when the book value of an asset item is greater than its recoverable amount. The impairment loss is recognized in the income statement. Basis of preparation Other intangible assets An intangible asset is recognized on the balance sheet only if its acquisition cost can be reliably determined and it is likely that the asset will generate commercial benefit to the Group. Other intangible assets with a limited useful life are recognized on the balance sheet and expensed on a straight-line basis over their useful lives. For acquisitions the intangible assets are valued at fair value. Estimated useful lives for various assets are: Technology-based intangible assets straight-line depreciation 7-17 years Customer-based intangible assets straight-line depreciation 15 years Patents, trademarks, and brands straight-line depreciation 10 years Software straight-line depreciation 3–7 years Capitalized product development expenses straight-line depreciation 3-10 years The Group has no intangible assets with an unlimited useful life. 11) Earnings per share Basis of preparation The basic earnings per share are calculated by dividing profit for the period by the weighted average number of outstanding shares during the financial period. JAN 1–DEC JAN 1–DEC 31, 2024 31, 2023 Profit for the period 18,497 19,109 Profit for the period attributable to owners of parent 18,497 19,109 Weighted average number of outstanding shares during the financial period (own shares 26,596,807 26,592,774 deducted), qty Earnings per share 0,695 0,719 33REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Basis of preparation Property, plant, and equipment Property, plant, and equipment are valued at original acquisition cost less accumulated depreciation and amortization as well as impairment losses. Property, plant, and equipment are amortized using the straight- line method based on the estimated useful life of the asset. The estimated useful lives for machinery and equipment are 3–10 years. When a part of property, plant and equipment is dealt with as a separate entity, costs related to its replacement are capitalized. In other cases, costs arising later are included in the ac- counting for a tangible asset only if it is likely that the asset will generate commercial benefit to the Group, and the acquisition cost of the asset can be reliably determined. Other repair and maintenance costs are recognized through profit or loss as realized. The residual value and useful life of assets are checked at least in connection with each financial statement and, if necessary, adjusted to reflect changes in the expectation of economic benefit. Gains and losses from disposals are determined by comparing the disposal proceeds with the book amount and are included in other operating income or expenses. Basis of preparation Impairment The Group management continuously reviews Group items for any indication of impairment. If there are such indications, the amount recoverable from the said asset item is assessed. The recoverable amount is the higher of the asset item’s fair value less the cost arising from disposal and its value in use. When determining value in use, the expected future net cash flows from the asset item or cash-generating unit are discounted based on their present values. The interest rate calculated using the WACC method (Weighted Average Cost of Capital) before taxes is used as the discount interest rate. Factors that affect the interest in the WACC calculation include a risk-free interest rate, the cost of borrowed capital, the risk premium on the stock market, the beta coefficient, and the industry’s capital structure. An impairment loss is recognized in the income state- ment when the book value of an asset item is greater than its recoverable amount. The impairment loss is recognized in the income statement. For other asset items except goodwill, the impairment loss can lat- er be reversed if a change in the estimates used for determining the recoverable amount has occurred. The impairment loss is, however, not reversed by more than what the book value of the asset would be without the recognition of the impairment loss. Factors considered by the Group management as cen- tral to determining whether impairment testing should be done include the asset item’s significantly lower profit in comparison with previous or expected future profits, negative changes in the industry or market con- ditions or threats thereof, and significant changes in the way the asset item is used or in the business strategy . 34REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE INTANGIBLE ASSETS 1.1.–31.12.2024 GOODWILL OTHER INTANGIBLE ASSETS TOTAL Acquisition cost Jan 1 59,440 27,169 86,609 Increase during the period 0 3,216 3,216 Acquired businesses 4,162 2,953 7,115 Impairment -274 -404 -678 Acquisition cost Dec 31 63,328 32,934 96,262 Accumulated depreciation Jan 1 0 -8,641 -8,641 Depreciation during the year 0 -1,883 -1,883 Impairment 0 -407 -407 Accumulated depreciation Dec 31 0 -10,932 -10,932 Book value Dec 31 63,328 22,002 85,330 Book value Jan 1 59,440 18,528 77,968 JAN 1–DEC 31, 2023 GOODWILL OTHER INTANGIBLE ASSETS TOTAL Acquisition cost Jan 1 59,768 24,143 83,911 Increase during the period 0 3,377 3,377 Impairment -328 -351 -679 Acquisition cost Dec 31 59,440 27,169 86,609 Accumulated depreciation Jan 1 0 -7,143 -7,143 Depreciation during the year 0 -1,799 -1,799 Impairment 0 300 300 Accumulated depreciation Dec 31 0 -8,641 -8,641 Book value Dec 31 59,440 18,528 77,968 Book value Jan 1 59,768 17,000 76,768 The impact of exchange rate differences is included in impairment. Depreciation for the financial year includes amortiza- tion of intangible assets related to acquired businesses at fair value amounting to 1,416 thousand euros (1,334 thousand euros in 2023). 35REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE PROPERTY, PLANT, AND EQUIPMENT JAN 1–DEC 31, JAN 1–DEC 31, MACHINERY AND EQUIPMENT 2024 2023 Acquisition cost Jan 1 6,835 6,267 Increase during the period 1,103 661 Acquired businesses 19 0 Decreases during period -321 -93 Acquisition cost Dec 31 7,635 6,835 Accumulated depreciation Jan 1 -4,790 -3,941 Depreciation during the year -1,056 -860 Decreases during period 407 11 Accumulated depreciation Dec 31 -5,438 -4,790 Book value Dec 31 2,197 2,045 Book value Jan 1 2,045 2,326 ADVANCE PAYMENTS AND JAN 1–DEC 31, JAN 1–DEC 31, PURCHASES IN PROGRESS 2024 2023 Acquisition cost Jan 1 328 605 Increase during the period 673 261 Decreases during period -802 -537 Acquisition cost Dec 31 199 328 Book value Dec 31 199 328 Book value Jan 1 328 605 The impact of exchange rate differences is included in decreases during period. Impairment testing The need for impairment of goodwill and intangible assets in progress is assessed annually, and continuously if there are indications that the value of the asset item has decreased. The recoverable amounts from CGUs are determined by the value- in-use method. The cash flow forecasts serving as the basis for these calculations are based on management-approved forecasts, generally for a five-year period. In addition to strategy, latest budgets, and forecasts, management bases its cash flow projections on an estimate of the effect of the recent trade cycle changes on the capability of the CGUs to generate cash flows, and on other external information management deems to have this effect. The assumptions used are consistent with past develop- ments, and, in the management’s opinion, moderate in respect of the growth and profitability opportunities in the coming years. According to IAS 36, goodwill does not generate cash flows that are independent of those from other assets or asset groups. Cash flows are most affected by discount interest rates, closing values, as well as the assumptions and estimates used in assessing cash flows. The pre-tax dis- count interest rate used for calculating value-in-use is determined using the WACC (Weighted Average Cost of Capital) method, which projects the total cost of own and borrowed capital taking into account the specific risks of the assets. Even though management estimates that the assessments have been made with due dil- igence, the estimates may differ significantly from actual future values. The terminal value growth rate is assumed to be 2%, based on the inflation rate assumption, and WACC 8.4%. Goodwill impairment testing sensitivity analysis The management’s view is that no reasonably possible change in the key assump- tion(s) would cause the carrying values of the CGU to exceed their recoverable amounts. 36REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 13) Lease agreements Basis of preparation The Group acts as a lessee and leases the warehouses and office premises it uses, as well as equipment and vehicles, under non-cancelable operating leases. Shortterm lease agreements and leases concerning low-value assets are recognized in the income statement as an expense on a straight-line basis over the period of the lease. All other leases are recognized in tangible assets at the lower of the fair value of the leased asset at the commencement of the lease term or the present value of the minimum lease payments. Lease obligations are entered in the lease liability. Assets entered under intangible assets are amortized based on the esti- mated useful life of the asset or over the lease period, if shorter. Lease payments are apportioned between repayment of principal and the financing charge so as to produce a constant rate of interest on the remaining balance of the liability. The Group does not act as a lessor towards external parties. RIGHT OF USE ASSETS BUSINESS JAN 1–DEC 31, 2024 PREMISES CARS DEVICES TOTAL Acquisition cost Jan 1 5,800 1,152 120 7,072 Increase during the period 82 403 10 495 Decreases during period -687 -229 -10 -926 Acquisition cost Dec 31 5,195 1,326 120 6,641 Accumulated depreciation -2,923 -508 -53 -3,485 Jan 1 Depreciation during the year -1,126 -379 -33 -1,538 Decreases during period 743 229 10 982 Accumulated depreciation -3,307 -657 -76 -4,040 Dec 31 Book value Dec 31 1,889 669 44 2,601 Book value Jan 1 2,877 644 67 3,588 JAN 1–DEC BUSINESS 31, 2023 PREMISES CARS DEVICES TOTAL Acquisition cost Jan 1 3,678 647 69 4,394 Increase during the period 2,742 521 47 3,310 Decreases during period -619 -16 4 -631 Acquisition cost Dec 31 5,800 1,152 120 7,072 Accumulated depreciation -2,431 -249 -4 -2,684 Jan 1 Depreciation during the year -980 -275 -31 -1,286 Decreases during period 487 16 -18 486 Accumulated depreciation -2,923 -508 -53 -3,485 Dec 31 Book value Dec 31 2,877 644 67 3,588 Book value Jan 1 1,247 398 65 1,710 The impact of exchange rate differences is included in decreases during period. 37REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE AMOUNTS RECOGNIZED FOR LEASES IN THE INCOME STATEMENT JAN 1–DEC 31, JAN 1–DEC 31, 2024 2023 Depreciation -1,538 -1,286 Interest on lease liabilities -136 -90 Other operating expenses, leases Expenses from short-term leases -288 -237 Expenses from low-value leases -17 -12 Expenses related to variable lease -69 -128 payments not included in lease liabilities JAN 1–DEC 31, JAN 1–DEC 31, 2024 2023 Cash outflow from leases Payments of lease liabilities -1,412 -1,234 Items recognized in the income -510 -468 statement, excluding depreciation 14) Inventories Basis of preparation Inventories are recognized at the lower of cost and net realizable value. The ac- quisition cost is determined using the FIFO method. The net realizable value is the estimated selling price in a conventional transaction less the cost to make the sale. The acquisition cost of completed products and work in progress comprises direct costs such as materials, direct costs of labor, other direct costs, and the allocation of the variable manufacturing overheads and fixed overhead at normal operating capacity. INVENTORIES DEC 31, 2024 DEC 31, 2023 Materials and supplies 1,798 2,182 Work in progress/advance payments 1,057 1,526 Finished products 7,244 6,770 Total 10,099 10,478 38REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 15) Financial assets Basis of preparation The Group's financial assets are classified into the fol- lowing categories: measured at amortized cost, mea- sured at fair value through other comprehensive income items or measured subsequently at fair value through profit or loss. Financial assets are classified and valued when recorded for the first time in the balance sheet. Classification is based on the entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial asset. Financial assets that are valued at amortized costs are held within a business model whose objective is to hold financial assets in order to collect contractual cash flows, and the contractual terms for items falling under financial assets give rise on specified dates to cash flows to be realized at specific times that constitute solely payments of principal and interest on the princi- pal outstanding. Financial assets that are valued at fair value through other comprehensive income items are held within a business model whose objective is achieved both by collecting contractual cash flows and selling financial assets, and the contractual terms for items falling un- der financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Financial assets subsequently measured at fair value through profit and loss are assets that are not mea- sured at amortized cost or at fair value through other comprehensive income items. Financial assets — recognition and measurement The Group estimates the expected credit losses for the full lifetime of the sales receivables. For the assess- ment of expected credit losses, sales receivables are grouped geographically and by customer group, and the credit loss provision is recognized based on past expe- rience. The balance sheet values of sales and other re- ceivables constitute the maximum credit risk amounts. No significant credit risk concentrations are included in the receivables. A final impairment loss is recognized when evidence exists that the company cannot col- lect its receivables in accordance with the initial terms and conditions. The impairment loss is the difference between the book value of the receivables and their recoverable amount, and it corresponds to the present value of expected cash flows. Evidence is generally considered appropriate when the receivable is more than 180 days outstanding when no credit insurance or a security through other means is available. External evidence of a risk related to a re- ceivable even before it is 180 days outstanding will lead to the recognition of impairment loss. Such evidence may be, for example, the debtor’s significant econom- ic difficulties, company reorganization, or bankruptcy proceedings. The impairment loss is recognized in the income statement in other operating expenses. Loans and other receivables are measured at amortized cost using the effective interest method. Unrealized and realized gains and losses due to changes in fair value relating to assets categorized as financial assets at fair value through profit or loss are recognized in operating profit in the accounting period in which they arise. Dividend income from financial as- sets recognized at fair value, through profit or loss, are recorded on the balance sheet as other income when the right to payment has arisen for the Group. The fair values of quoted investments are based on current bid prices. If there is no active market for a financial asset, fair value is established by using valua- tion techniques. These include the use of recent arm’s length transactions, the fair values of other instruments that are substantially the same, or the present value of discounted cash flows. Cash and cash equivalents Cash and cash equivalents include cash in hand, bank deposits withdrawable on demand, and other liquid short-term investments with original maturities of one month or less from acquisition. Other non-current financial assets Other non-current financial assets, amounting to EUR 450 thousand, are classified at level 3 of the fair value hierarchy and measured at fair value through other comprehensive income. TRADE AND OTHER RECEIVABLES DEC 31, 2024 DEC 31, 2023 Sales receivables 12,435 10,498 Other receivables 119 46 Accrued income 1,875 2,007 Total 14,429 12,551 39REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE DEC 31, 2024 UNITED STATES, DEC 31, 2023 NOT FALLEN < 30 > 30 > 60 > 90 UNITED STATES, NOT FALLEN < 30 > 30 > 60 > 90 1,000 USD DUE DAYS DAYS DAYS DAYS TOTAL 1,000 USD DUE DAYS DAYS DAYS DAYS TOTAL Hospitals and pub- Hospitals and pub- lic corporations lic corporations Expected credit Expected credit losses 0,0 % 0,0 % 0,0 % 0,5 % 5,0 % losses 0 % 0 % 0 % 0.5 % 5 % (ECL coefficient) (ECL coefficient) Gross book value 425 238 68 33 50 814 Gross book value 310 91 26 50 42 518 ECL over validity 0 0 0 0 2 3 ECL over validity 0 0 0 0 2 2 period period Other Other Expected credit Expected credit losses 0,0 % 0,0 % 0,0 % 2,0 % 4,0 % losses 0 % 0 % 0 % 2 % 4 % (ECL coefficient) (ECL coefficient) Gross book value 2,144 1,725 688 363 536 5,456 Gross book value 1,439 2,169 1,069 332 809 5,818 ECL over validity 0 0 0 7 21 29 ECL over validity 0 0 0 7 32 39 period period NOT FALLEN < 30 > 30 > 60 > 90 NOT FALLEN < 30 > 30 > 60 > 90 1,000 EUR DUE DAYS DAYS DAYS DAYS TOTAL 1,000 EUR DUE DAYS DAYS DAYS DAYS TOTAL Expected credit Expected credit losses 0,0 % 1,0 % 2,0 % 3,5 % 5,5 % losses 0 % 1 % 2 % 3.5 % 5.5 % (ECL coefficient) (ECL coefficient) Gross book value 3,303 288 44 0 1 3,635 Gross book value 1,821 380 18 0 1 2,220 ECL over validity 0 3 1 0 0 4 ECL over validity 0 4 0 0 0 4 period, Finland period, Finland Expected credit Expected credit losses 0,0 % 1,0 % 2,0 % 5,0 % 13,3 % losses 0 % 1 % 2 % 5 % 13.3 % (ECL coefficient) (ECL coefficient) Gross book value 2,260 273 34 1 58 2,626 Gross book value 1,961 515 8 0 45 2,529 ECL over validity 0 3 1 0 8 11 ECL over validity 0 5 0 0 6 11 period, other period, other AUSTRALIA, NOT FALLEN < 30 > 30 > 60 > 90 AUSTRALIA, NOT FALLEN < 30 > 30 > 60 > 90 1,000 AUD DUE DAYS DAYS DAYS DAYS TOTAL 1,000 AUD DUE DAYS DAYS DAYS DAYS TOTAL Expected credit Expected credit losses 0,0 % 0,0 % 0,0 % 0,0 % 5,0 % losses 0 % 0 % 0 % 0 % 5 % (ECL coefficient) (ECL coefficient) Gross book value 129 63 8 30 20 250 Gross book value 0 43 22 20 20 105 ECL over validity 0 0 0 0 1 1 ECL over validity 0 0 0 0 1 1 period period 40REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 16) Capital structure The Group's capital management activities seek to optimize capital structure and thereby support the Group's business activities by ensuring normal operating condi- tions for business activities, while also increasing shareholder value and aiming for the best possible profit. Capital structure can be influenced by dividend distribution and the issue of shares. The Group may vary and adjust the amount of dividends paid to shareholders, or the number of new shares issued, or decide to sell assets in order to reduce its debts. The Group monitors its capital structure through leveraging. At the end of 2024, the Group's interest-bearing net liabilities totaled EUR -7.9 million (EUR -3.6 million at the end of 2023) and leveraging stood at -7.3 percent (-3.6%). When calculating leveraging, interest-bearing net liabilities are divided by shareholders' equity. Net li- abilities comprise debts less receivables and cash equivalents. The Group's strategy is to keep leveraging below 25 percent. There has been no change in this strategy since the previous year. The loan taken out by the Group for the acquisition includes the following covenants: The ratio of net debt to EBITDA may not exceed 2 Equity ratio must be more than 35% The Group has complied with these covenants throughout the reporting period. The ratio of net debt to EBITDA was -26.1% on December 31, 2024. JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Financial liabilities 12,783 17,914 Cash and cash equivalents 20,687 21,542 Net liabilities -7,904 -3,628 Total equity 107,708 99,894 Net leveraging -7.3 % -3.6 % 41REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE CHANGES IN THE NUMBER OF SHARES AND THEIR IMPACT ON EQUITY NUMBER RESERVE FOR OF SHARE INVESTED OWN SHARES CAPITAL UNRESTRICTED SHARES TOTAL Jan 1, 2023 26,681,116 5,315 52,356 -1,907 55,764 Transfer of the company's own shares Feb 13, 2023 -121 121 0 Transfer of the company's own shares May 11, 2023 -40 40 0 Transfer of the company's own shares Jun 8, 2023 -15 15 0 Dec 31, 2023 26,681,116 5,315 52,179 -1,732 55,764 NUMBER RESERVE FOR OF SHARE INVESTED OWN SHARES CAPITAL UNRESTRICTED SHARES TOTAL Jan 1, 2024 26,681,116 5,315 52,179 -1,732 55,764 Transfer of the company's own shares May 7, 2024 -45 45 0 Transfer of the company's own shares Aug 13, 2024 -12 12 0 Dec 31, 2024 26,681,116 5,315 52,122 -1,674 55,764 17) Equity Basis of preparation Outstanding ordinary shares are presented as share capital. Transaction costs due to the issuance of new equity instruments are presented as a deduction from equity. The own shares repurchased by Revenio Group Corporation are presented as a deduction from equity. Dividend distribution is recognized as a deduction from equity once the payment of dividend has been ap- proved by the Annual General Meeting. The invested unrestricted equity fund includes other equity investments and the subscription price of shares to the extent this price is not recognized in share capi- tal by an explicit decision. The difference between the fair value and the subscrip- tion price of directed share issues used for consider- ation for acquired operations is recognized in the fair value reserve. Other reserves include the option schemes implement- ed in 2010–2012. All issued shares have been paid in full. The company's share capital consists of 26,681,116 shares of a single class. At the end of the financial period, the company held 84,309 of its own shares (REG1V) . All shares confer an equal right to dividends and the company’s funds. 42REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 18) Management of financial risks Financial risks and the risk management process The management of financial risks is the responsibil- ity of the CEO together with the Board of Directors. The Board defines the main outlines of the company’s financing and the general management principles for financial risks, and it gives guidelines as necessary for any special issues such as liquidity risk, interest risk, credit risk, and the investment of surplus liquid funds. The Board of Directors discusses the Group’s financial standing and funding at its monthly meetings. According to its strategy, the company may seek growth through acquisitions of companies and business oper- ations. The implementation of these acquisitions may require debt financing. Debt can also be used for other strategic and operational purposes decided on by the Board. Equity financing may also be used for all financ- ing needs, in particular for acquisitions of companies and business operations. Types of financial risks In its operational activities, the company may be exposed to several types of financial risks, including changes in currency exchange rates, interest rates, and changes in the stock market. A central objective of fi- nancial risk management is to identify financial market risks that are relevant to the Group, and seek to mini- mize the harmful effects of financial market changes on the Group’s profit. The main areas of financial risk management are: (I) Currency risk A significant export market for the company is the United States, where the company has a subsidiary and through which sales are conducted on the U.S. market. The operating currency of the subsidiary is the U.S. dol- lar. In sales to and local purchases in the U.S., the com- pany is exposed to a risk of fluctuating exchange rates between the U.S. dollar and the euro. Invoicing between Icare Finland Oy and Icare USA Inc. and also between CenterVue S.p.A. and Icare USA Inc. takes place in USD. The currency risk is borne by Icare Finland Oy and CenterVue S.p.A. since business transactions between Group companies are not hedged against currency risks. Sales in U.S. dollars represent approximately 49.7% of the total net sales of the Group's continuing functions. Icare USA Inc. had USD 6,274,000 in account receivables from sales on the closing date. The Group’s subsidiaries Revenio Australia Pty Ltd and Icare World Australia Pty Ltd use the Australian dollar as their operating currency. The Group's subsidiary China iCare Medical Technology Co. Ltd. uses the renminbi as its operating currency and CT Operations International UK Ltd. uses English Pound. NON EURO CASH AND CASH EFFECT IF EURO STRENGTHENED 10% AGAINST EQUIVALENTS AT THE CLOSING THE CURRENCY DATE – THOUSAND – THOUSAND USD 3,474 -334 AUD 1,762 -105 RMB 588 -8 (II) Interest rate risk In the company’s balance sheet structure, interest rate risk is involved in borrowings. The Group’s profit and cash flow from operations are to an essential extent independent of fluctuations in market interest. When taking up new financing, for example for corpo- rate acquisitions, the company always evaluates the need for interest rate hedging, taking into account the amount of debt, hedging costs, and expected interest rate development during the financing period. All of the Group’s borrowings have fixed interest rates. As the Group does not have floating rate loans, the Group is not exposed to interest rate risk arising from chang- es in interest rates. The company has no interest rate investments or derivatives to which cash flow hedging would be applied. (III) Credit risk The Group’s credit policy lays down the requirements for selling on credit and the requirements for credit management. The credit quality of a new customer is controlled by applying for a credit insurance limit if necessary every time a new customer relationship is established. The credit limit and credit sales eligibil- ity is reassessed if the customer’s purchase volumes change or if the credit insurance company changes the granted credit limit as a result of a change in the cus- tomer’s credit quality. No single customer or customer group constitutes a significant credit risk concentration for the Group. During the financial period, credit losses and expected credit losses recognized through profit and loss totaled EUR 138,000 (EUR 62,000). The theoretical maximum credit risk at the end of the period corresponds to the book value of sales receivables. The aging of sales re- ceivables is presented in Note 15. (IV) Liquidity risk The most significant factor affecting the sufficiency of liquid funds in the short term is the profitability of the business operations. Thus, the development of cash flows from operations is affected by management’s 43REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE profitability management measures, and additionally, operational risks and external risks such as general economic development, financial market conditions, and other macroeconomic demand factors over which the company management has no control. The Group's liquidity remained good in 2024. On December 31, 2024, the Group’s cash and cash equiv- alents totaled EUR 20,687,000 (EUR 21,542,000). The company continuously monitors and assesses the financing needs of its business operations to ensure sufficient liquidity for financing its operations. The Board of Directors follows the actual and forecast development of the Group’s liquidity monthly, and de- cides on possible corrective actions. 19) Financial liabilities Basis of preparation Group loans are classified at amortized cost using the effective interest method to be measured later. Loans are recognized at fair value less transaction costs at the time of acquisition. Financial liabilities include current and non-current liabilities. Financial liabilities are cat- egorized as current unless the Group has an uncondi- tional right to postpone payment at least for 12 months after the closing date. Commissions associated with loan commitments are recognized as transaction costs to the extent that it is probable that the entire loan commitment or part of it will be taken up. In such a case, the commission is entered in the balance sheet until the loan is taken up. When it is, the commission associated with the loan commitment is recognized as part of the transaction cost. If the loan commitment is unlikely to be taken up, the commission is recognized as an advance payment for a liquidity service and is amortized as a cost for the period of the loan commitment. A financial liability is removed from the balance sheet when the contractual obligations related to the liability expire . If needed, credit accounts are included in loans recognized in current debt . 44REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE CLASSIFICATION OF FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR AMORTIZED BOOK FAIR DEC 31, 2024 LOSS COST VALUE VALUE Interest-bearing non-current 0 7,319 7,319 7,319 liabilities Other non-in- terest bearing 0 1,079 1,079 1,079 non-current liabilities Interest-bearing current 0 5,464 5,464 5,464 liabilities Trade pay- ables and other non-interest- bearing current 0 15,464 15,464 15,464 liabilities AT FAIR VALUE THROUGH PROFIT OR AMORTIZED BOOK FAIR DEC 31, 2023 LOSS COST VALUE VALUE Interest-bearing non-current 0 12,352 12,352 12,352 liabilities Interest-bearing current 0 5,563 5,563 5,563 liabilities Trade pay- ables and other non-interest- bearing current 0 14,997 14,997 14,997 liabilities All financial institution loans have fixed interest rate and their book values are valued at amortized cost. All of the Group’s current and non-current loans from financial institutions are in the euro denomination and mature by the end of 2027. THE GROUP’S INTEREST BEARING DEBT AT END OF PERIOD: PRINCIPAL INITIAL OUT YEAR WHEN LIABILITY USE AMOUNT STANDING ESTABLISHED Loan from finan- Acquired 30,000 10,050 2019 cial institution businesses The loan related to the acquired business operations includes covenants, which the company has complied with during the 2024 financial period. The loan is secured by mortgages issued by Revenio Group Corporation assets worth EUR 91,000,000 and sub- sidiary shares with a book value of EUR 6,200,000 in parent company balance sheet. MATURITY ANALYSIS OF CONTRACTUAL LIABILITIES UNDER 1 1–5 OVER 5 TOTAL CASH DEC 31, 2024 YEAR YEARS YEARS FLOW Trade payables and other non-interest- bearing debt 15,464 273 0 15,737 Lease liabilities 1,350 1,473 63 2,886 Interest-bearing debt 4,527 6,036 0 10,563 UNDER 1 1–5 OVER 5 TOTAL CASH DEC 31, 2023 YEAR YEARS YEARS FLOW Trade payables and other non-interest- bearing debt 14,997 0 0 14,997 Lease liabilities 1,504 2,215 224 3,943 Interest-bearing debt 4,772 10,373 0 15,145 Other than lease liabilities are not discounted. Figures include both interest and principal payments. 45REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 20) Provisions Basis of preparation Provisions are recognized in the balance sheet when a present legal or construc- tive obligation has arisen as a result of a past event, and it is probable that this will cause future expenses and the amount of the obligation can be reliably estimated. A provision for warranties is recognized when the underlying products are sold. The warranty provision is estimated on the basis of historical warranty expense data and is presented as non-current or current provision depending on the length of the warranty period. The amount and probability of provisions requires manage- ment estimates and assumptions. Actual results may differ from these estimates. SHORT TERM PROVISIONS DEC 31, 2024 DEC 31, 2023 Provisions Jan 1 632 485 Increase 49 171 Decrease -33 -23 Short-term provisions Dec 31 648 632 21) Trade and other payables DEC 31, 2024 DEC 31, 2023 Advances received 0 21 Accounts payable 7,003 6,796 Other liabilities 1,087 972 Accrued expenses and deferred income 7,374 4,593 Total 15,464 12,382 Material items included in accrued liabilities and deferred income Accrued personnel expenses 4,423 2,951 Other accruals and deferred income 2,951 1,642 Total 7,374 4,593 22) Other adjustements in cash flow calculations OTHER TRANSACTIONS, NOT RELATED TO PAYMENT TRANSACTIONS DEC 31, 2024 DEC 31, 2023 Adjustement related to share incentives 471 283 Other adjustements 493 993 Total 963 1,276 Other adjustements Cash portion of share incentives -71 -572 23) Commitments and contingent liabilities The company has mortgages given as security on company assets worth EUR 91,000,000 and pledged subsidiary shares worth EUR 6,200,000. Minimum lease payments not recognized in the balance sheet payable on the basis of other non-cancelable leases: DEC 31, 2024 DEC 31, 2023 Within 1 year 90 100 In more than 1 and no more than 5 years 23 8 Total 113 108 46REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 24) Acquired businesses Purchases in the financial period 2024 As stated in the press release on August 20, 2024, Revenio Group Corporation’s subsidiary Icare Finland Oy ("Icare") and the Dutch company Thirona B.V. signed an agreement transferring ownership of the artificial intelligence (AI) software company Thirona Retina B.V. ("Thirona Retina") to Icare. Icare made a minority in- vestment of EUR 1.9 million in Thirona Retina in 2023. In accordance with the agreement concluded at the time and upon the fulfillment of certain conditions, Icare acquired the remaining share capital of Thirona Retina in August 2024. The acquisition advances Revenio’s current growth strategy as part of its mission to improve the quality of ophthalmic diagnostics through innovative products and solutions. iCare's software solutions are playing an increasingly important role in enhancing eye care pathways, notably for retinal screening. There is a growing need for innovative eye care, given the increasing prevalence of eye diseases worldwide due to aging and the growing prevalence of chronic diseases, combined with the static number of eye care pro- fessionals and healthcare cost pressures. In accounting, the acquisition has been treated as a step-by-step acquisition, according to which the previous ownership has been valued at fair value at the time of acquisition of control. The fair value of the previously acquired minority stake at the time of acquisition of control was EUR 1.1 million, and as a result the company recorded a loss of EUR 0.8 million in other comprehensive income items. At the time of acquisition of control, the fair value of the identifiable intangible assets of the acquired company was determined to be EUR 3.0 million, consisting of the software platform. The fair value will be amortized over fifteen years. The (preliminary) goodwill is EUR 4.2 million. The goodwill comprises the acquired company’s personnel, projected synergies and growth opportunities. Calculation of the acquisition cost is being finalized and it will be completed within a one-year review period. In the Group’s comprehensive income statement for 2024, the EUR 0.1 million in expenses related to the acquisition are included in other expenses. In the cash flow statement, these expenses are included in the net cash flow from operations. The share of the acquired operations had no material impact on the reporting period's net sales or operat- ing result. The effect would not have been material, had the acquisition been finalized on January 1, 2024. Purchases in the financial period 2023 The Group did not acquire any new businesses during the financial period 2023. ACQUISITION COST CALCULATION (EUR THOUSAND) Acquisition cost of the previously acquired 1,900 ownership interest (19%) Revaluation of previously acquired holdings -791 Acquisition cost during the financial year 4,726 (81%) Purchase consideration 5,835 Assets Intangible assets 2,953 Tangible assets 19 Deferred tax assets 271 Trade and other receivables 43 Cash and cash equivalents 49 Total assets 3,334 Liabilities Deferred tax liabilities 736 Financial liabilities 380 Trade and other payables 545 Total liabilities 1,661 Net (liabilities) / assets 1,673 Goodwill 4,162 Purchase consideration 5,835 Cash flow Cash consideration paid during the finan- cial year -4,726 Closing cash 49 Total cash flow -4,677 47REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 25) Related parties and remuneration of management PARENT AND SUBSIDIARY RELATIONSHIPS OF THE GROUP DOMICILE HOLDING Parent company Revenio Group Corporation Vantaa Icare Finland Oy Helsinki 100% Icare USA Inc Missouri 100% CenterVue S.p.A Padua 100% Revenio Italy S.R.L Milan 100% Revenio Australia Pty Ltd Melbourne 100% Icare World Australia Pty Ltd Melbourne 100% CT Operations International UK Ltd London 100% China iCare Medical Technology Co. Ltd Shanghai 100% Thirona Retina B.V. Nijmegen 100% All Group companies are consolidated in the parent company’s consolidated financial statements. JAN 1–DEC 31, JAN 1–DEC 31, EMPLOYMENT BENEFITS FOR MANAGEMENT 2024 2023 Management includes the Board and the Group's Management Team Salaries and other short-term employment benefits 1,988 3,088 Other long-term benefits 69 68 Pension costs 251 274 Total 2,307 3,430 Expenses arising from incentive programs are recognized as provisions in the financial statements of the year of their determination and are presented under Related party transactions in the financial period during which the Board of Directors decides on their payment. SALARIES AND REMUNERATIONS OF THE MEMBERS OF JAN 1–DEC 31, JAN 1–DEC 31, THE BOARD OF DIRECTORS AND THE CEO: 2024 2023 CEO Toijala Jouni 288 661 Chair of the Board Nielsen Arne Boye 89 90 Board member Sherif Riad 43 49 Board member Sundell Ann-Christine 45 65 Board member Tammela Pekka 61 65 Board member Östman Bill 66 64 Total 592 992 48REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Board members will be paid remuneration for the term of office ending at the 2025 Annual General Meeting as follows: Chairman of the Board is entitled to an annual emolument of EUR 60,000, possible deputy chair of the Board of Directors is enti- tled to an annual emolument of EUR 45,000, the Board Members are entitled to an annual emolument of EUR 30,000, the chair of the Audit Committee is entitled to an annual emolument of EUR 20,000, the chair of the Nomination and Remuneration Committee is entitled to an annual emolument of EUR 10,000, and the members of the Board Committees are entitled to an annual emolument of EUR 5,000. The atten- dance allowance of EUR 1,000 is to be paid for Chair of the Board or Board Committee Chairs per Board or Committee meeting and EUR 600 per short teleconference, Board members EUR 600 for Board and Board Committee meetings and EUR 300 for short teleconferences per meeting, yet so that the aforementioned attendance allowance for the Board and Board Committee meetings for Board and Committee chairs who live outside of Finland and travel to Finland for the meeting is EUR 2,000 and the aforementioned attendance allowance for the Board and Board Committee meetings for members is EUR 1,200. There are three share-based long-term incentive schemes as part of the company’s remuneration program for the Revenio Group Corporation key personnel. The com- pany’s Board of Directors has also decided on two restricted share-based incentive schemes. The incentive schemes are described in Note 5 Share-based payments. The members of the Board of Directors are not covered by share-based incentive systems. During the financial period, no credit loss provisions or expenses have been recognized for lost or uncertain related party transactions. 26) Events after the financial period There has not been any material events after the financial period. 27) Published new and amended IFRS standards that are not yet in force The Group has not adopted the following new and amended IFRS standards that have been published but have not yet entered into force. Amendments to IAS 21 Lack of Exchangeability Amendments to IFRS 9 and IFRS 7 Classification and measurement of financial instruments Amendments to IFRS 9 and IFRS 7 Contracts Referencing Nature-dependent Electricity Annual Improvements to IFRS Volume 11 Accounting Standards IFRS 18 Presentation and Disclosures in Financial Statements IFRS 19 Subsidiaries without Public Accountability: Disclosures The managers do not expect that the adoption of the Standards listed above will have a material impact on the financial statements of the Group in future periods. *) The new or amended IFRS standard had not been approved for application in the EU on the date when these financial statements were approved for publication. 49REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Parent Company Financial Statements REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 49 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 50REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Parent company profit & loss statement (FAS) APPENDIX JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Net sales 1 1,268,772.59 848,306.97 Other operating income 2 0.00 203.17 Personnel expenses Salaries and fees 3 -1,710,172.64 -1,363,900.00 Indirect personnel costs Pension costs -305,659.51 -305,408.44 Other indirect personnel expenses -21,595.45 5,728.91 Personnel expenses total -2,037,427.60 -1,663,579.53 Depreciation, amortization, and impairment Planned depreciation -29,959.00 -38,876.00 Depreciation and amortization total -29,959.00 -38,876.00 Other operating expenses 4 -2,719,435.27 -2,973,032.79 NET PROFIT/LOSS -3,518,049.28 -3,826,978.18 Financial income and expenses 5 Other financial income and interest receivable 2,428,095.22 1,651,745.44 Interest and other financial expenses -573,701.22 -660,400.25 Financial income and expenses total 1,854,394.00 991,345.19 PROFIT/LOSS BEFORE APPROPRIATION AND TAXES -1,663,655.28 -2,835,632.99 Appropriation 6 21,099,454.50 27,368,120.26 Income taxes for the financial period 7 -3,892,173.40 -4,914,883.88 NET PROFIT/LOSS 15,543,625.82 19,617,603.39 51REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Parent company balance sheet (FAS) ASSETS APPENDIX DEC 31, 2024 DEC 31, 2023 NON-CURRENT ASSETS 8 Intangible assets Other intangible assets 18,537.70 47,162.50 Intangible assets total 18,537.50 47,162.50 Tangible assets Machinery and equipment 1,223.20 2,557.20 Tangible assets total 1,223.20 2,557.20 Investments Holdings in Group companies 9 20,266,897.39 20,266,897.39 Other shares 360,000.00 360,000.00 Investments total 20,626,897.39 20,626,897.39 NON-CURRENT ASSETS TOTAL 20,646,658.09 20,676,617.09 CURRENT ASSETS Non-current receivables Receivables from Group companies 69,336,297.06 69,217,861.66 Non-current receivables, total 69,336,297.06 69,217,861.66 Short-term receivables Receivables from Group companies 10 22,175,334.36 23,350,190.62 Loan receivables 233.56 160.70 Other receivables 92,811.17 0.00 Advances paid 11 1,244,991.36 187,552.38 Short-term receivables total 23,513,370.45 23,537,903.70 Bank and cash 2,529,523.04 1,054,047.34 INVENTORIES AND SHORT-TERM ASSETS TOTAL 95,379,190.55 93,809,812.70 TOTAL ASSETS 116,025,848.64 114,486,429.79 SHAREHOLDER EQUITY AND LIABILITIES APPENDIX DEC 31, 2024 DEC 31, 2023 SHAREHOLDER EQUITY 12 Share capital 5,314,918.72 5,314,918.72 Reserve for invested non-restricted equity 51,304,981.86 51,304,981.86 Retained earnings 32,482,567.73 22,970,218.46 Profit for the period 15,543,625.82 19,617,603.39 SHAREHOLDERS’ EQUITY TOTAL 104,646,094.13 99,207,722.43 LIABILITIES Non-current liabilities Loans from financial institutions 13 5,850,000.00 10,050,000.00 Non-current liabilities total 5,850,000.00 10,050,000.00 Current liabilities Loans from financial institutions 4,200,000.00 4,200,000.00 Accounts payable 506,565.38 285,689.09 Liabilities to Group companies 14 1,475.52 200,000.00 Other liabilities 42,565.36 67,947.78 Accrued expenses and deferred income 15 779,148.25 475,070.49 Current liabilities total 5,529,754.51 5,228,707.36 BORROWED CAPITAL TOTAL 11,379,754.51 15,278,707.36 LIABILITIES TOTAL 116,025,848.64 114,486,429.79 52REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Parent company cash flow statement (FAS) CASH FLOW FROM OPERATING ACTIVITIES JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Profit/loss before appropriations and taxes -1,663,655.28 -2,835,632.99 Adjustments Planned depreciation 29,959.00 38,876.00 Unrealized exchange rate gains and losses -34,607.57 -2,073.63 Financial income and expenses -1,819,786.43 -989,271.56 Other items 0.00 -203.17 Change in working capital: Change in non-interest-bearing current receivables 36,075.57 -1,167,538.67 Change in non-interest-bearing current liabilities 569,845.66 -590.973,33 Interest and payments paid from operations -594,694.37 -636,102.15 Interest and payments received from operations 3,599,705.20 1,625,373.71 Direct taxes paid -4,943,056.84 -5,824,384.07 Cash flow from operations -4,820,215.06 -10,381,929.86 CASH FLOW FROM INVESTMENT ACTIVITIES JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Loans granted -3,000,000.00 -4,000,000.00 Repayments of loan receivables 2,478,288.42 50,000.00 Cash flow from investing activities -521,711.58 -3,950,000.00 CASH FLOW FROM FINANCING ACTIVITIES JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Withdrawals and repayments of long-term borrowings -4,200,000.00 -4,200,000.00 Dividends paid and other distribution of profits -10,105,254.12 -9,572,003.28 Group contributions received and paid 21,088,048.89 28,400,000.00 Cash flow from financing activities 6,782,794.77 14,627,996.72 CHANGE IN CASH AND CASH EQUIVALENTS 1,440,868.13 296,066.86 Cash and cash equivalents at beginning of period 1,054,047.34 755,906.85 Effect of exchange rates 34,607.57 2,073.63 Cash and cash equivalents at end of period 2,529,523.04 1,054,047.34 Change in cash and cash equivalents 1,440,868.13 296,066.86 53REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Notes to parent company financial statements Dec 31, 2024 Accounting principles for the parent company financial statements Basis of preparation The financial statements of the parent company Revenio Group Corporation have been prepared in accordance with the Finnish Accounting Act, Limited Liability Companies Act, and the Finnish Accounting Standards (FAS). Valuation and depreciation principles Valuation of non-current assets The company’s non-current assets are stated at acquisition cost less planned depreciation. The depreciation plan is defined based on experiences. Value ad- justments are made based on the difference between the acquisition cost and the residual value and estimated useful life. The bases for planned depreciation are as follows: Intangible rights 3 years straight-line depreciation Other non-current expenses 3 years straight-line depreciation Machinery and equipment 3 years straight-line depreciation Subsidiaries Direct expenses from the acquisition of subsidiary companies are recognized in the acquisition cost of subsidiary company holdings. The Group management continu- ously reviews Group items for any indication of impairment. If there are such indi- cations, the amount recoverable from the said asset item is assessed. Employee benefits Personnel pension security is handled by external pension insurance companies. Pension costs are recorded as expenses in the year in which they are incurred. The company's Leadership Team participates in a long-term share plan, within which programs are valid for the earning years 2022-2024, 2023-2025 and 2024- 2026. The minimum, target and maximum bonus of each participant shall be decid- ed separate, as well as performance criteria and the related targets. The accounting and financial statement treatment of share-based payment plans is described in more detail in Note 17. Notes to the income statement 1) Distribution of net sales JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Administrative services to subsidiaries 1,268,772.59 848,306.97 Net sales total 1,268,772.59 848,306.97 2) Other operating income JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Other income 0.00 203.17 Other operating income total 0.00 203.17 54REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 3) Salaries and remunerations JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 CEO -287,502.40 -403,089.60 Board Members -245,000.00 -245,000.00 Other salaries and remunerations -690,707.13 -1,115,457.51 Total -1,223,209.53 -1,763,547.11 Accrued salaries and remunerations total -1,710,172.64 -1,363,900,00 AVERAGE NUMBER OF PERSONNEL DURING PERIOD JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Management 3 3 Others 9 9 Total 12 12 4) Other operating expenses JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Rent of business premises -109,122.17 -106,113.37 Vehicle and travel expenses -179,132.03 -145,527.86 Machinery and equipment expenses -359,033.73 -408,701.21 Marketing and entertainment -41,006.35 -97,531.72 Expert services purchased -1,655,732.79 -1,917,001.52 Administrative expenses -125,947.85 -129,323.82 Other operating expenses -249,460.35 -168,833.29 Total -2,719,435.27 -2,973,032.79 Auditor’s fees Deloitte Oy Auditing fees -79,000.00 -86,000.00 Certificates and statements -20,400.00 -15,000.00 Other services -10,500.00 0.00 Total -109,900.00 -101,000.00 5) Financial income and expenses FINANCIAL INCOME AND EXPENSES FROM GROUP COMPANIES JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Interest income from Group companies 2,332,842.32 1,614,831.15 Total 2,332,842.32 1,614,831.15 FINANCIAL INCOME AND EXPENSES FROM OTHERS JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Interest income from others 33,014.48 10,542.56 Other financial income 62,238.42 26,371.73 Interest expenses from loans from financial institutions -544,019.45 -632,145.88 Interest payable to others -191.90 -459.23 Other financial expenses -29,489.87 -27,795.14 Total -478,448.32 -623,485.96 6) Appropriation JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Group contributions received 22,000,000.00 27,700,000.00 Group contributions paid -900,545.50 -331,879.74 Total 21,099,454.50 27,368,120.26 7) Income taxes JAN 1–DEC 31, 2024 JAN 1–DEC 31, 2023 Income tax for appropriation -4,219,890.90 -5,473,624.05 Income tax for actual operations 327,717.18 558,740.17 Income tax for previous years 0.32 0.00 Total -3,892,173.40 -4,914,883.88 55REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Notes to balance sheet assets 8) Changes in fixed assets itemized by balance sheet item DEC 31, 2024 DEC 31, 2023 INTANGIBLE ASSETS Other intangible assets Acquisition cost Jan 1 150,553.28 150,553.28 Acquisition cost Dec 31 150,553.82 150,553.28 Accumulated depreciation Jan 1 -103,390.78 -69,436.78 Depreciation during the year -28,625.00 -33,954.00 Accumulated depreciation Dec 31 -132,015.78 -103,390.78 Book value Dec 31 18,537.50 47,162.50 Book value Jan 1 47,162.50 81,116.50 TANGIBLE ASSETS Machinery and equipment Acquisition cost Jan 1 31,389.20 31,389.20 Acquisition cost Dec 31 31,389.20 31,389.20 Accumulated depreciation Jan 1 -28,832.00 -23,910.00 Depreciation during the year -1,334.00 -4,922.00 Accumulated depreciation Dec 31 -30,166.00 -28,832.00 Book value Dec 31 1,223.20 2,557.20 Book value Jan 1 2,557.20 7,479.20 HOLDINGS IN GROUP COMPANIES Acquisition cost Jan 1 20,266,897.39 20,911,906.38 Decreases during the period 0.00 -645,008.99 Acquisition cost Dec 31 20,266,897.39 20,266,897.39 Book value Dec 31 20,266,897.39 20,266,897.39 DEC 31, 2024 DEC 31, 2023 OTHER INVESTMENTS Acquisition cost Jan 1 360,000.00 360,000.00 Acquisition cost Dec 31 360,000.00 360,000.00 Book value Dec 31 360,000.00 360,000.00 56REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 9) Holdings in other companies Dec 31, 2024 GROUP COMPANIES DOMICILE HOLDING Icare Finland Oy Helsinki 100% Revenio Australia Pty Ltd Melbourne 100% Revenio Italy S.R.L. Milan 100% Oscare Medical Oy and Revenio Research Oy merged with Icare Finland Oy on Dec 31, 2024. 10) Receivables from Group companies DEC 31, 2024 DEC 31, 2023 NON-CURRENT RECEIVABLES FROM GROUP COMPANIES Capital loan receivables 0.00 403,276.18 Loan receivables 69,336,297.06 68,814,585.48 Total 69,336,297.06 69,217,861.66 CURRENT RECEIVABLES FROM GROUP COMPANIES Trade receivables 247,841.38 536,503.39 Accrued and other receivables from Icare Finland Oy 21,210,246.75 19,461,808.43 Other receivables from other group companies 0.00 766,278.04 Accrued income 717,246.23 2,585,600.76 Total 22,175,334.36 23,350,190.62 Receivables from Group companies, total 91,511,631.42 92,568,052.28 11) Principal items in prepaid expenses and accrued income DEC 31, 2024 DEC 31, 2023 Personnel expenses 47,579.20 42,250.00 Income taxes 1,045,195.60 14,486.67 Prepaid expenses 152,216.56 130,815.71 Total 1,244,991.36 187,552.38 57REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Notes to balance sheet liabilities 12) Changes in equity DEC 31, 2024 DEC 31, 2023 Share capital Share capital Jan 1 5,314,918.72 5,314,918.72 Share capital Dec 31 5,314,918.72 5,314,918.72 Restricted equity total Dec 31 5,314,918.72 5,314,918.72 Reserve for invested non-restricted equity Reserve for invested non-restricted equity Jan 1 51,304,981.86 51,304,981.86 Reserve for invested non-restricted equity Dec 31 51,304,981.86 51,304,981.86 DEC 31, 2024 DEC 31, 2023 Profit/loss from previous financial periods Profit/loss from previous financial periods Jan 1 42,587,821.85 32,542,221.74 Dividends -10,105,254.12 -9,572,003.28 Profit/loss from previous financial periods Dec 31 32,482,567.73 22,970,218.46 Profit/loss for the period Dec 31 15,543,625.82 19,617,603.39 Non-restricted equity total Dec 31 99,331,175.41 93,892,803.71 Equity total Dec 31 104,646,094.13 99,207,722.43 Calculation of the amount of distributable unrestricted equity on 31 Dec Invested unrestricted capital reserve 51,304,981.86 51,304,981.86 Retained earnings 32,482,567.73 22,970,218.46 Profit for the period 15,543,625.82 19,617,603.39 Distributable unrestricted equity Dec 31 99,331,175.41 93,892,803.71 The share capital of Revenio Group Corporation on December 31, 2024 was EUR 5,314,918.72, and the number of shares was 26,681,116. There is one class of shares. All shares confer an equal right to dividends and the company’s funds. On the closing date, the company held 84,309 of its own shares (REG1V). 58REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 13) Non-current liabilities Loans from financial institutions As at December 31, 2024, the parent company had interest-bearing non-current liabilities amounting to EUR 5.9 million. The company does not have any loans falling due later than within five years. At the end of 2023, the parent company had interest-bearing non-current liabilities amounting to EUR 10.1 million. 14) Intra-group liabilities DEC 31, 2024 DEC 31, 2023 Current intra-group liabilities Accounts payable 1,475.52 0.00 Other liabilities 0.00 200,000.00 Total 1,475.52 200,000.00 15) Principal items of accrued liabilities and deferred income DEC 31, 2024 DEC 31, 2023 Personnel expenses 627,853.10 253,226.24 Income taxes 0.00 20,174.51 Other accruals and deferred income 151,295.15 201,669.74 Total 779,148.25 475,070.49 16) Notes to collateral and commitments Banks and financial institutions have granted Revenio Group Corporation mortgages on company assets worth EUR 91,000.000 and subsidiary shares with an accounting value of EUR 6,205,984.75. The remaining capital of the bank loan at the end of the financial year was EUR 10,050,000.00. LEASE COMMITMENTS DEC 31, 2024 DEC 31, 2023 Lease commitments maturing next year 22,506.25 21,318.53 Lease commitments maturing later than next year 23,686.19 14,337.92 Total 46,192.44 35,656.45 Lease agreements run for 2–5 years and do not include special notice or purchase option clauses. RENT LIABILITIES DEC 31, 2024 DEC 31, 2023 Rent liabilities for office premises, maturing next year 445,924.45 447,189.96 Rent liabilities for office premises, maturing later than next year 2,355,694.25 186,329.15 Total 2,801,618.70 633,519.11 BANK GUARANTEE AS SECURITY OF LIABILITIES DEC 31, 2024 DEC 31, 2023 Bank guarantee based on tenancy 103,380.00 103,380.00 Total 103,380.00 103,380.00 59REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 17) Other notes Management incentive scheme Basis of preparation The Board of Directors of Revenio Group Corporation has decided has decided on the three-year earning periods of the share-based long-term incentive schemes directed towards the key personnel of Revenio Group. Long-term incentive schemes form part of the company's remuneration program for key personnel and are aimed at supporting the implementation of the company's strategy and harmonizing the objectives of key personnel and the company in order to grow the company's value. The Board of Directors shall decide separately on the minimum, target and max- imum bonus of each participant, as well as performance criteria and the related targets. The amount of bonus payable to the participants depends on the achieve- ment of the pre-set targets. No bonus will be paid if the targets are not met, or if the participant's work or employment relationship ends before the bonus is paid. The targets of the incentive schemes are related to the total absolute shareholder return of the company's share and either cumulative operating result or earnings per share over a three-year period. If the targets of the incentive scheme are met, the bonuses will be paid in the spring of the year following the earning period. The total amount of share bonus to be paid on the basis of the program earning period is gross earnings minus the amount of cash required to cover taxes due on the share bonus and any other tax-like payments, after which the remaining net bonus shall be paid in shares. However, in certain circumstances the company has the right to pay the entire bonus in cash. Benefits granted under the share plan are recognized with caution as expenses in the income statement when the Board of Directors has approved the bonuses for payment. Taking the objectives of the scheme into account, it is not possible to reli- ably estimate the total amount of future cash considerations. EARNING YEARS TIME OF BONUS PAYMENT MAXIMUM AMOUNT OF SHARE BONUS (GROSS EARNINGS) 2020–2022 2023 8,749 (realized) 2021–2023 2024 0 (not realized) 2022-2024 2025 max 6,021 2023-2025 2026 max 9,692 2024-2026 2027 max 15,400 In addition, if certain conditions are met, the company's key personnel are enti- tled to a restricted share plan. During the financial year, the company recognized a total of EUR -23 thousand in personal expenses related to this program. 60REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Signatures REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 60 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 61REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Signatures to the financial statements and review of operations Vantaa, March 18, 2025 Board of Directors and CEO of Revenio Group Corporation Arne Boye Nielsen Chair of the Board Riad Sherif Board member Ann-Christine Sundell Board member Bill Östman Board member Pekka Tammela Board member Jouni Toijala CEO Auditor's note We have issued an audit report today based on the audit we have performed. Helsinki, March 18, 2025 Deloitte Oy Authorized Public Accountants Mikko Lahtinen Authorized Public Accountant 62REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Auditor’s report REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 62 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE 63REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Auditor’s report To the Annual General Meeting of Revenio Group Corporation Report on the Audit of the Financial Statements Opinion We have audited the financial statements of Revenio Group Oyj (business identity code 1700625-7) for the year ended 31 December 2024. The financial statements comprise the consolidated statement of comprehen- sive income, balance sheet, statement of cash flows, statement of changes in equity and notes, including material accounting policy information, as well as the parent company’s income statement, balance sheet, statement of cash flows and notes. In our opinion • the consolidated financial statements give a true and fair view of the group’s financial position, financial performance and cash flows in accordance with IFRS Accounting Standards as adopted by the EU • the financial statements give a true and fair view of the parent company’s financial performance and financial position in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements. Our opinion is consistent with the additional report submitted to the Audit Committee. Basis for Opinion We conducted our audit in accordance with good audit- ing practice in Finland. Our responsibilities under good auditing practice are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the parent company and of the group companies in accordance with the ethical re- quirements that are applicable in Finland and are rele- vant to our audit, and we have fulfilled our other ethical responsibilities in accordance with these requirements. In our best knowledge and understanding, the non-au- dit services that we have provided to the parent com- pany and group companies are in compliance with laws and regulations applicable in Finland regarding these services, and we have not provided any prohibited non-audit services referred to in Article 5(1) of regula- tion (EU) 537/2014. The non-audit services that we have provided have been disclosed in note 8 to the consoli- dated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters Key audit matters are those matters that, in our profes- sional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have also addressed the risk of management over- ride of internal controls. This includes consideration of whether there was evidence of management bias that represented a risk of material misstatement due to fraud. 64REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE KEY AUDIT MATTER HOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTER Revenue recognition Refer to notes 1 and 2 in the consolidated financial statements. • Consolidated net sales of EUR 103.5 million consists of income from the sale of products, services and software licenses. • Revenue from sales is recognized when the customer obtains control over a good, service or software license (performance obligation). As a rule, control is transferred to the customer upon delivery in accordance with the terms of agreement. • For audit purposes, the key is that revenue is recognized timely and in the correct amount. • We have assessed the controls relating to the sales process and revenue recognition. • We have reviewed the accounting principles and practices associated with revenue recognition to assess whether the recognition is in accordance with IFRS 15. • We have tested the timing and quantitative accuracy of revenue recognition by comparing individual sales transactions to sales documents and delivery notes. • We have assessed the appropriateness of the presentation in the consolidated financial statements. Valuation of goodwill and other intangible assets Refer to accounting principles for the consolidated financial statements and note 12 in the consolidated financial statements. • The consolidated statement of financial position includes goodwill of EUR 63.3 million and other intangible assets of EUR 22.0 million. • Goodwill and the majority of other intangible assets have arisen from the business acquisitions executed in the financial year and previous financials years. In addition, other intangible assets include capitalized development costs. • The valuation and impairment testing of goodwill and other intangible ssets involve management estimates of cash flow projections and trade cycle changes, and hence this matter is addressed as a key audit matter. • We have reviewed and assessed the management’s methods and assumptions used in impairment testing. • We have assessed the indications of impairment identified by the management and performed audit procedures on the impairment testing prepared by the management. • We have tested the mathematical accuracy of the model used in impairment testing, evaluated and challenged the projections used in the calculations and related changes, and compared the prior year forecasts to the actual figures. • We have assessed the appropriateness of the presentation in the consolidated financial statements. We have no key audit matters to report with respect to our audit of the parent company’s financial statements. There are no significant risks of material misstatement referred to in EU regulation No 537/2014, point (c) of Article 10(2) relating to the consolidated financial statements or the parent company’s financial statements. 65REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Responsibilities of the Board of Directors and the Managing Director for the Financial Statements The Board of Directors and the Managing Director are responsible for the preparation of consolidated finan- cial statements that give a true and fair view in accor- dance with IFRS Accounting Standards as adopted by the EU, and of financial statements that give a true and fair view in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements. The Board of Directors and the Managing Director are also responsible for such internal control as they deter- mine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Board of Directors and the Managing Director are responsible for assessing the parent company’s and the group’s ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting. The financial statements are prepared using the going concern basis of accounting unless there is an intention to liquidate the parent company or the group or cease operations, or there is no realistic alternative but to do so. Auditor’s Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit con- ducted in accordance with good auditing practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. As part of an audit in accordance with good auditing practice, we exercise professional judgment and main- tain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the parent company’s or the group’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. • Conclude on the appropriateness of the Board of Directors’ and the Managing Director’s use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the parent company’s or the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the parent company or the group to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events so that the financial statements give a true and fair view. • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. 66REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communi- cate with them all relationships and other matters that may reasonably be thought to bear on our indepen- dence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our au- ditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be ex- pected to outweigh the public interest benefits of such communication. Other Reporting Requirements Information on Our Audit Engagement We were first appointed as auditors by the Annual General Meeting on 22 March 2017, and our appoint- ment represents a total period of uninterrupted en- gagement of eight years. Other Information The Board of Directors and the Managing Director are responsible for the other information. The other information comprises the report of the Board of Directors. Our opinion on the financial statements does not cover the other information. In connection with our audit of the financial state- ments, our responsibility is to read the other infor- mation and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. Our responsibility also includes considering whether the report of the Board of Directors has been prepared in compliance with the applicable provision. In our opinion, the information in the report of the Board of Directors is consistent with the information in the financial statements and the report of the Board of Directors has been prepared in compliance with the applicable provisions. If, based on the work we have performed, we conclude that there is a material misstatement of the report of the Board of Directors, we are required to report that fact. We have nothing to report in this regard. Helsinki, 18 March 2025 Deloitte Oy Audit Firm Mikko Lahtinen Authorized Public Accountant (KHT) 67REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE Independent Auditor’s Report on the ESEF Financial Statements of Revenio Group Corporation To the Board of Directors of Revenio Group Corporation We have performed a reasonable assurance engagement on the financial statements [reveniogroup-2024-12-31- 0-fi.zip] of Revenio Group Oyj (business identity code 1700625-7) that have been prepared in accordance with the Commission's regulatory technical standard for the financial year ended 31 December 2024. Responsibilities of the Board of Directors and the Managing Director The Board of Directors and the Managing Director are responsible for the preparation of the company's report of the Board of Directors and financial statements (the ESEF financial statements) in such a way that they com- ply with the requirements of the Commission's regulatory technical standard. This responsibility includes • preparing the ESEF financial statements in XHTML format in accordance with Article 3 of the Commission's regulatory technical standard • tagging the primary financial statements, notes and company's identification data in the consolidated financial statements that are included in the ESEF financial statements with iXBRL tags in accordance with Article 4 of the Commission's regulatory technical standard, and • ensuring the consistency between the ESEF financial statements and the audited financial statements. The Board of Directors and the Managing Director are also responsible for such internal control as they determine is necessary to enable the preparation of ESEF financial statements in accordance with the requirements of the Commission's regulatory technical standard. Auditor’s Independence and Quality Management We are independent of the company in accordance with the ethical requirements that are applicable in Finland and are relevant to the engagement we have performed, and we have fulfilled our other ethical responsibilities in accordance with these requirements. The auditor applies International Standard on Quality Management (ISQM) 1, which requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements. Auditor’s Responsibilities Our responsibility is to, in accordance with Chapter 7, Section 8 of the Securities Markets Act, provide assurance on the financial statements that have been prepared in accordance with the Commission's regu- latory technical standard. We express an opinion on whether the consolidated financial statements that are included in the ESEF financial statements have been tagged, in all material respects, in accordance with the requirements of Article 4 of the Commission's regulato- ry technical standard. Our responsibility is to indicate in our opinion to what extent the assurance has been provided. We conduct- ed a reasonable assurance engagement in accordance with International Standard on Assurance Engagements (ISAE) 3000. The engagement includes procedures to obtain evidence on: • whether the primary financial statements in the consolidated financial statements that are included in the ESEF financial statements have been tagged, in all material respects, with iXBRL tags in accordance with the requirements of Article 4 of the Commission's regulatory technical standard, and • whether the notes and company's identification data in the consolidated financial statements that are included in the ESEF financial statements have been tagged, in all material respects, with iXBRL tags in accordance with the requirements of Article 4 of the Commission's regulatory technical standard, and • whether there is consistency between the ESEF financial statements and the audited financial statements. 68REVENIO | REPORT BY THE BOARD OF DIRECTORS AND FINANCIAL STATEMENTS 2024 REPORT BY THE BOARD OF DIRECTORS CONSOLIDATED FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS SIGNATURES AUDITOR'S NOTE The nature, timing and extent of the selected proce- dures depend on the auditor’s judgment. This includes an assessment of the risk of a material deviation due to fraud or error from the requirements of the Commission's regulatory technical standard. We believe that the evidence we have obtained is suffi- cient and appropriate to provide a basis for our opinion. Opinion Our opinion pursuant to Chapter 7, Section 8 of the Securities Markets Act is that the primary financial statements, notes and company's identification data in the consolidated financial statements that are includ- ed in the ESEF financial statements of Revenio Group Oyj [reveniogroup-2024-12-31-0-fi.zip] for the financial year ended 31 December 2024 have been tagged, in all material respects, in accordance with the requirements of the Commission's regulatory technical standard. Our opinion on the audit of the consolidated financial statements of Revenio Group Oyj for the financial year ended 31 December 2024 has been expressed in our auditor's report dated 18 March 2025. With this re- port we do not express an opinion on the audit of the consolidated financial statements nor express another assurance conclusion. Helsinki, 18 March 2025 Deloitte Oy Audit Firm Mikko Lahtinen Authorized Public Accountant (KHT) REVENIO GROUP CORPORATION Äyritie 22 | 01510 Vantaa www.reveniogroup.fi/en

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