Fenix Outdoor International AG

549300OBIOEC0J5XEB682023-01-012023-12-31549300OBIOEC0J5XEB682022-01-012022-12-31549300OBIOEC0J5XEB682023-12-31549300OBIOEC0J5XEB682022-12-31549300OBIOEC0J5XEB682021-12-31ifrs-full:IssuedCapitalMember549300OBIOEC0J5XEB682021-12-31ifrs-full:SharePremiumMember549300OBIOEC0J5XEB682021-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682021-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682021-12-31ifrs-full:TreasurySharesMemberiso4217:EUR549300OBIOEC0J5XEB682021-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682021-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682021-12-31ifrs-full:NoncontrollingInterestsMember549300OBIOEC0J5XEB682021-12-31549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:NoncontrollingInterestsMember549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:TreasurySharesMember549300OBIOEC0J5XEB682022-12-31ifrs-full:IssuedCapitalMember549300OBIOEC0J5XEB682022-12-31ifrs-full:SharePremiumMember549300OBIOEC0J5XEB682022-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682022-12-31ifrs-full:TreasurySharesMember549300OBIOEC0J5XEB682022-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682022-12-31ifrs-full:NoncontrollingInterestsMember549300OBIOEC0J5XEB682023-01-012023-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember549300OBIOEC0J5XEB682023-01-012023-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682023-12-31ifrs-full:IssuedCapitalMember549300OBIOEC0J5XEB682023-12-31ifrs-full:SharePremiumMember549300OBIOEC0J5XEB682023-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682023-12-31ifrs-full:TreasurySharesMember549300OBIOEC0J5XEB682023-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682023-12-31ifrs-full:NoncontrollingInterestsMember FENIX OUTDOOR ANNUAL REPORT 2023 2 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG CONTENTS OPERATIONS 02 Annual General Meeting 02 This is Fenix Outdoor 04 Executive Chairman’s report 07 Five-Year Summary, Group 08 Fenix Outdoor Group at a glance 13 Fjällräven 14 Royal Robbins 16 Tierra 18 Hanwag 20 Frilufts ANNUAL REPORT 24 Management report including Corporate Governance Report 26 Consolidated income statement 27 Consolidated statement of ﬁnancial position 28 Consolidated statement of changes in equity 29 Consolidated cash ﬂow statement 30 Notes to the consolidated ﬁnancial statements 44 Audit report consolidated ﬁnancial statements 46 Income statement, parent company 47 Balance sheet, parent company 48 Notes to the parent company ﬁnancial statement 50 Audit report, parent company 52 Compensation report 54 Audit report, compensation report 55 Fenix Outdoor share data 56 Annual General Meeting 57 Board of Directors, Senior Executives and Auditors 58 Addresses Annual General Meeting 2024-05-02 The Annual General Meeting of the shareholders of Fenix Outdoor International AG will be held at 2 p.m. on Thursday, May 2, 2024, at Hemvärnsgatan 9, Solna. The announcement regarding the Annual General Meeting will be issued through the Ocial Swedish Gazette (Post och Inrikes Tidningar) and by publication on the Company’s website www.fenixoutdoor.com, The fact that notiﬁcation has been issued is announced in Svenska Dagbladet and Örnsköldsviks Allehanda. Shareholders who wish to attend the Annual General Meeting must notify the Company of their intention no later than 1 p.m. on Friday, April 26, 2024 at the following address: Fenix Outdoor International AGM, Hemvärnsgatan 15, SE - 171 54 Solna or by e-mail at info@ fenixoutdoor.se. Notiﬁcation must include the shareholder’s name, address, person - al identity number /corporate identity number, phone number (daytime) and the number of shares he or she holds. Shareholders who, through a bank or another trustee, have trustee-registered shares must re-register the shares in their own names to be entitled to participate in the Annual General Meeting. To ensure that this registration is entered in the shareholder register on Tuesday, April 23, 2024 shareholders must request that their trustees conduct such registration well in advance of this date. The re-registration may be temporary. % OPERATING MARGIN OPERATING PROFIT EBIT/MEUR NET SALES MEUR THIS IS FENIX OUTDOOR 2019 0 4 8 12 16 2023202220212020 2019 0.0 22.5 45.0 67.5 90.0 2023202220212020 2019 0 200 400 600 800 2023202220212020 Frilufts MEUR Jan–Dec 2023 Jan–Dec 2022 External net sales 352.1 347.7 EBITDA 30.7 35.0 EBIT 0.4 6.4 Stores 106 101 Brands MEUR Jan–Dec 2023 Jan–Dec 2022 External net sales 198.3 206.0 EBITDA 53.0 72.9 EBIT 38.0 58.7 Stores 48 39 GLOBETROTTER TREKITT THE FRILUFTS SEGMENT This segment consists of six outdoor retail chains in Sweden, Norway, Germany, Finland, Denmark and the United Kingdom. In total, there are 106 shops and additional e-com business. Global sales MEUR Jan–Dec 2023 Jan–Dec 2022 External net sales 188.5 205.5 EBITDA 27.9 33.3 EBIT 25.7 31.0 Stores 36 32 THE BRAND AND GLOBAL SALES SEGMENTS These segments consist of four brands, a network of distribution companies around the world, brand retail shops and additional e-com business in North America, Asia, and Europe. • THE BUSINESS CONCEPT e business concept of Fenix Outdoor is to develop and market high-quality, durable lightweight outdoor products through a selected retail network with a high level of service and profession - alism, to end users with high expecta- tions. • THE CEO AND EXECUTIVE CHAIRMAN is Martin Nordin, eldest son of the founder, Åke Nordin. The business concept of Fenix Outdoor is to develop and market high-quality, durable outdoor products through a selected retail network with a high level of service and professionalism, to end users with high expectations. • THE PARENT COMPANY of the group is Fenix Outdoor International AG. e company is listed on Nasdaq Stock - holm, Large Cap. • THE GROUP sells its products around the world. e major markets are Germany, Americas and the Nordic countries. • THE GROUP has three operating seg - ments: Brands, Global Sales and Frilus. THIS IS FENIX OUTDOOR ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 3 4 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG Another interesting year has passed As I/we predicted it was a challenging year, even more than we/I anticipated. e rst half started out well, but as we anticipated the inventory in the retail part of the indus - try meant that reordering/resupply demand was very weak, and we saw unusual cancel - lation of products as retailers realized their over inventory positions. e second half of the year started quite well as the demand in the retail increased due to sales in the retail sector starting similarly to 2022, and the in - ventory situation improved. Just as it looked that some kind of stability occurred, the heatwave hit Europe, especially in August, coinciding with the winter merchandise for colder temperatures arriving in the stores. is meant that reordering for winter mer - chandise never really took o as the inven- tory situation in retail became worse again. We have also seen that a lot of retailers have faced challenging nancial situations. For example, Sport Scheck in Germany as well the Internet Stores group, with retailers like Campz in Germany, was caught in the Signa Group restructuring and had to face restructuring. e picture is similar in many other countries. is also led to a signicant price pressure in the market as retailers had to liquidate inventory. Christmas trade was hampered by this as Black Monday in some markets became Black week and the same for Cybermonday. We also need to keep in mind that we came out of an industrial re - cord year in sales 2022. e eects will go on into 2024 in which we still see substan - tial risks with inventory as well as liquidity problems in the retail segment. We also believe it will make our business riskier, as we think that retailers will be more cautious in placing large preorders depend - ing more on “in season deliveries” from of the suppliers. We see that already on the or - derbooks for Spring 2024. On top we need to keep in mind that the Covid years gave a huge boom in volume in the industry, and therefore we do not think that the funda - mental Outdoor segment will see any growth this year. e new customers gained during Covid are not necessarily going to be prone to the same retention and behavior of histo - ry, which can even mean decrease. A change we have seen however is that outdoor life - style, being more fashionable in design, has kept its momentum a bit more aer Covid. is could prove a trojan horse for the clas - sical outdoor brands that mix this up with fundamental growth. An example of this is when we, in the early 2000s, had a boom of waterproof garments at Naturkompaniet as a lifestyle item in Sweden. We over prepared for this, the boom ended quickly, and we ended up with 5,000 waterproof garments in inventory, which in turn took us quite an ef - fort to solve. From the brighter side we do have a few markets that have been outperforming 2023 though. Our JV in China had an all- time high in sales and result and now it is not Kånken, but a much wider assortment. Canada also had a record year showing a great improvement on the struggles from last year. e rest of Asia, especially Korea and Taiwan, was still outperforming. Given all this, 2023 ended up with net sales of 739.4 MEUR, down from 759.2 MEUR last year. Brands was down 3.8% and Global sales 8.3%. e exception was Frilus which was up 1.2%. Another in - teresting fact is that the direct-to-consum- er sale in Global sales and Brands was up 2.9%, which means that our brands, from a consumer perspective, had an OK year. is is in particular true for Fjällräven. Hanwag, who had an amazing growth during Cov - id, is facing tougher challenges as it is more hardcore in its model program. A prod - uct segment that shows an overall decrease when observing the segment sales in our Frilus operation. e “New customers” are not buying these heavier models that oen and there is a trend towards light shoes. Operating prot was down to 55.0 MEUR vs 83.5 MEUR the year before. e operating margin decreased due to the gen - erally increasing costs from ination as well as through that we have still not gotten full eciency out of our logistics investments. We also made reservations for measures to decrease costs and increase our eciency as mentioned in the Q4 report. e digital business was at. Digital sales amounted to 146.9 MEUR, up from 146.4 MEUR. e sales gure represents 19.9% of total net sales and 31.8% of our net sales di - rect to consumers. What can we expect from 2024? e rst quarter will be weaker than last year, es - pecially in Global sales and Brands. We do however expect/believe in an improve - ment in sales, in those segments, in Q2, as we believe that as the lower inventory and the reasonable sales among our retail cus - tomers will mean that we should improve on last year’s weak number. In terms of the rest of the year, I refrain to comment due to our experience last year with the weath - er combined with the inventory and liquid- ity problems in the industry and given the last years experiences anything can hap - pen both nancially, politically and weath- erwise. I do however believe that a full re- covery will l take place earliest 2025. In the US major retailers do not expect a return to “business as usual” until 2025 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 5 What are we doing in 2024 to improve our performance. • We have launched a cost savings program saving us around 7.0 MEUR for 2024 as earlier stated. • We are continuing reevaluating all projects and investments based on lower expecta - tion of growth as well as on higher interest rates to ensure a better cost control. • We are taking tougher measure to im - prove cost control. • We are on track to improve our liquidi - ty by improving our purchase systems. We believe our currently high inventory levels will start improving on a like for like ba - sis end of Q1. • It is also very likely that we can reenter the acquisition mode as the asset prices seem to be coming down due to the higher in - terest rates. • We are continuing to improve our logis - tic operational. Our automated small or- der system in Ludwigslust is now running and will be scaled up during 2024. We be - lieve the full eect will come in 2025, with lower operational expenses of 2-4 MEUR. is is expected to substantially decrease our cost for delivering, especially for the digital business in Europe. • We are also continuing investing in a new ERP system for the Brands and Glob - al sales segments in 2024 to enable us to work more ecient. We are also expanding our focus on our marketing eorts, especially in our two largest markets as we have been too strin - gent in spending in this area during and af- ter Covid. e new year has started in a reasonable way according to plan. We have been able to deliver in good way to our retailers. Despite the challenges, I believe we are very well po - sitioned with our initiatives to counteract. All the best, Martin Nordin Chairman of the Board 6 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 7 MEUR 2023 2022 2021 2020 2019 INCOME STATEMENT Net sales 739.4 759.2 649.9 563.0 607.1 Depreciation/amortisation −58.7 −55.2 −51.5 −48.9 −43.1 EBITDA 113.6 138.7 135.4 110.0 128.0 Operating proﬁt 54.9 83.5 83.9 61.1 84.9 Net ﬁnancial income −7.4 −0.7 −2.1 −7.6 −0.6 Proﬁt/loss after ﬁnancial items 47.5 82.8 81.7 53.5 84.4 Income tax −15.6 −21.8 −25.1 −19.6 −23.1 Net proﬁt for the year 31.9 61.0 56.7 33.9 61.3 BALANCE SHEET Fixed assets 290.6 265.0 265.4 255.0 250.4 Inventories 272.6 246.5 152.6 153.8 159.7 Accounts receivable - trade 51.6 55.8 60.9 38.2 45.1 Other current assets 9.3 12.9 8.2 13.7 10.3 Cash and cash equivalents, current investments 119.1 81.0 181.9 191.1 88.9 Assets held for sale - 13.3 - - - Total assets 743.2 674.6 668.9 651.7 554.4 Equity attributable to the Parent Company´s shareholders 417.2 405.0 381.4 353.7 319.1 Minority shareholdings 0.0 0.0 0.0 0.1 0.1 Provisions etc 11.5 13.5 15.4 16.1 15.9 Non-current liabilities, interest-bearing 138.4 109.3 126.3 138.8 100.4 Other non-current liabilities 0.2 0.3 0.2 0.7 1.4 Current liabilities Interest-bearing 67.0 40.4 37.7 56.5 47.8 Non-interest-bearing 108.8 103.9 107.9 85.8 69.7 Liabilities directly associated with the assets held for sale - 2.2 - - - Total equity and liabilities 743.2 674.6 668.9 651.7 554.4 CASH FLOW Cash ﬂow from operating activities 75.9 −7.0 118.7 110.0 61.4 Cash ﬂow from investments activities −24.8 −27.0 −34.4 −21.6 −23.1 Cash ﬂow after investments 51.1 −34.0 84.3 88.4 38.3 KEY RATIOS Change in sales, % −2.6 16.8 15.4 −7.3 6.1 Proﬁt margin, % 6.4 10.9 12.6 9.5 13.9 Return on total assets, % 7.8 12.7 12.8 9.3 18.3 Return on equity, % 7.6 15.5 15.4 10.1 20.3 Equity/assets ratio, % 56.1 60.0 57.0 54.3 57.6 Average number of FTE employees 2,972 2,837 2,446 2,439 2,476 DATA PER SHARE Number of shares, thousands, as of December 31 35,060 35,060 35,060 35,060 35,060 Gross cash ﬂow per B-share, EUR 8.29 10.62 8.11 6.21 7.76 Earnings per B-share, EUR 2.92 5.58 4.25 2.54 4.55 Equity per B-share, EUR 38.18 37.02 28.59 26.51 23.71 Market value as of December 31, EUR 102 102 120 102 112 P/E ratio 35 18 28 40 25 Dividend per B-share 1 ) 1.35 1.35 1.95 2.38 - DEFINITIONS: EBITDA: operating proﬁt, excluding depreciation and write-downs of tangible and intangible assets, PROFIT MARGIN: Proﬁt/loss after ﬁnancial items as a percentage of net sales, RETURN ON TOTAL ASSETS: Proﬁt/loss after ﬁnancial items plus interest expenses as a percent of average total assets, RETURN ON EQUITY: Net income as a percent of average equity, EQUITY/ASSETS RATIO: Equity as a percent of total assets, GROSS CASH FLOW PER SHARE: Proﬁt after tax plus depreciation/amorti - zation divided by average number of shares, EARNINGS PER SHARE: Net proﬁt divided by average number of shares, EQUITY PER SHARE: Equity divided by average number of shares, P/E RATIO: Market value at year-end divided by proﬁt per average number of shares. 1) To be approved by the AGM FIVE-YEAR SUMMARY, GROUP ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 7 Making adventure last: 1960 In 1950, 14-year-old Åke Nordin from Örn- sköldsvik in northern Sweden spent more time outdoors than he did indoors. Aer many long mountain treks, Åke decided that the back - packs of that time were unsatisfactory. He took matters into his own hands, building a wood - en frame. With this frame the weight was even- ly spread across his back so that the pack did not end up uneven, uncomfortable and pear - shaped. It also meant he could carry more weight with ease. Åke’s innovation quickly caught on, and in 1960 his new company Fjäll - räven became the rst to make and distribute framed backpacks for commercial use. Fjäll - räven is Swedish for Arctic Fox, honoring the small and highly adaptable predator that lives in the Swedish mountains under the harshest conditions. From the small town of Örnskölds - vik, Fjällräven and Fenix Outdoor have now expanded to every corner of the world. e fundamental idea of the company remains the same: To provide functional, durable and time - less equipment that makes the outdoors more enjoyable for all. We continue to nd smart, in - novative solutions to make every adventure un- forgettable. An idea that carried weight Åke made his rst framed backpack in his basement with his mother’s sewing machine. Using strong cotton fabric for the pack, he at - tached the wooden frame using leather straps, with calfskin for the support straps. Not only was the pack more comfortable and distribut - ed weight evenly, but it also increased ventila- tion between his back and the pack. Soon aer- ward, during a trip up north, Åke’s invention caught the attention of the indigenous Sami people, who spend weeks at a time high up in the mountains. ey asked Åke to build them a backpack and aer that a tent. Fjällräven was born. Functionality e brands of Fenix Outdoor work hard to de- velop functional equipment by carefully con- sidering everything from new, smarter solu- tions to improved material. Our goal is to oer outdoor equipment that allows you to spend more time enjoying nature. Durability A Fenix Outdoor product is a guarantee that you will not need to buy a new product for a long time. Our users know that our prod - ucts live up to strict requirements and last for many years, oen for generations. is long life cycle depends on many factors, such as production experience, superior choice of material, product assembly and strict quality controls during the production process. Dependability When we design our products, we choose material and solutions that combine to give you a safe, dependable product you will be able to use outdoors. We are aware that our equipment might be used in situations where there is not a lot of room for error. Our responsibility Fenix Outdoor is growing and constant- ly moving into new markets. is makes it even more important for us to take responsi - bility for every decision we make, whether we are in our home in Örnsköldsvik in northern Sweden or another corner of the world. One of the most important aspects of this is our responsibility toward everyone who works in the development and production of our equipment. Business e Fenix Outdoor Group’s business was orig- inally based on the development and sale of products from Fjällräven, the group’s rst brand. In 2001 the group acquired Naturkom - paniet. In addition, the group acquired the brand Tierra, which develops and sells inno - vative, high-tech garments for outdoor ac- tivities. In 2002 Fenix Outdoor acquired the brand Primus, a world-leading developer and producer of outdoor stoves and accessories, and in September 2004 the group acquired the German footwear brand Hanwag. e Brand segment was in 2018 complemented with the US-based outdoor and travel apparel brand Royal Robbins. In April 2022 Fenix Out - door divested Primus to Silva Group. Fenix Outdoor believes that Primus has signicant growth and development potential in the fu - ture together with Silva, a company that also operates in the technical segment of outdoor products. Silva being focused within outdoor hardware and technical equipment makes it a natural t with the long technical legacy of the Primus brand. In 2011 the retail segment Frilus expand - ed with the acquisition of the Finnish retail chain Partioaitta. In 2014 the German retail - Fenix Outdoor group at a glance 1950 The wooden frame. 14-year-old Åke Nordin creates his own wooden frame for a mountain tour. The Sami people are impressed and start placing orders. 1968 The Greenland Jacket and G-1000. 1960 Fjällräven. Åke starts Fjällräven and launches the revo- lutionary backpack frames in aluminum. 1978 Kånken. Launched to protect school children’s backs. In 2008 the Kånken becomes the world’s first climate-compen- sated backpack. 1983 The company is list ed on the OTC list of the Stockholm Stock Exchange. 2001 Fjällräven acquires Tierra AB, Friluftsbolaget AB and Naturkompaniet AB. IMPORTANT DATES IN FENIX HISTORY 2002 The Fjällräven group changes its name to Fenix Outdoor and Primus AB is acquired. NATURKOMPANIET 8 ANNUAL REPORT 2022 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT 2022 FENIX OUTDOOR INTERNATIONAL AG 9ANNUAL REPORT 2022 FENIX OUTDOOR INTERNATIONAL AG 9 er Globetrotter was acquired. e expansion of Frilus continued in 2017 and 2021 when the Danish retailer Frilusland and the Brit - ish retailer Trekitt were acquired. Frilus has also, since 2021, expanded the Naturkom - paniet brand to Norway. In addition, the group has acquired and started up distribu - tion companies all over the world, including in Europe,Asia and North America. Parent company e parent company is Fenix Outdoor In- ternational AG, based in Zug, Switzerland. e company is listed on Nasdaq Stockholm, Large Cap. Business idea and goals e business of Fenix Outdoor is to devel- op and market high-quality, durable outdoor products through a selected retail network with a high level of service and professional - ism, to end consumers with high expectations. Goal • To be a global leader in the development and sale of equipment and clothes for an active outdoor life. Financial Goal • To achieve annual growth of at least 10 per- cent, aligned with the company’s long-term plan. • To achieve long-term prot before tax of at least 10 percent. Strategies Fenix Outdoor Group will achieve its goals through: • Continued expansion within the segment Brands, through organic growth and acqui - sitions. • Organic growth based on a strong global re - tail network with strong brands. Owning and operating a retail network increases control of the value chain through close contact with the end user, which enables a faster response to trends and changing consumer demands. e retail network also showcases the brands’ assortments. Brand strategy, marketing and sponsoring e group works actively to protect and de- velop its brands and retail operations, which are described in more detail on pages 12–25. Brand management includes active brand pro - tection through legal activities to preserve and strengthen the brands. Activities to strengthen the brands include several outdoor events all over the world, but also a global operation of Brand retail shops. Since 1986, Fjällräven has been a royal warrant holder from His Majesty the King of Sweden. Innovation and product development Åke Nordin’s invention of the framed back- pack was the beginning of both Fjällräven and Fenix Outdoor. e group has since continued developing products for an active outdoor life based on the customer’s needs. Common services e Fenix Outdoor Group’s organization aims to achieve economies of scale within adminis - tration and to centrally coordinate the activi- ties within its business units. is entails real- izing synergies through central core functions such as IT, nance, HR, corporate social re - sponsibility (CSR), legal and shared logistical services from four major central warehous - es in the Netherlands, Germany, Canada and the US. In the German warehouse, the largest one, we are currently investing in an automat - ic sorter to make the outbound process more ecient. Number of employees e average number of fulltime equivalent employees in the group totaled 2,972 in 2023. Products e range includes apparel, daypacks, backpacks,sleeping bags, tents, stoves, bags, outdoor shoes and boots. e products are highquality, durable, light weight and classi - cally designed. Product development adapts to the demands of consumers and profession - al users. e brands are also trusted names, with considerable expertise and history in product design, materials and production. e philosophy is to oer optimal and func - tional products based on functional design. In addition to continuous development of the brands’ product ranges, Fenix Outdoor focus - es on investing in the brands. Distribution e Brands segment operates distribution companies concentrated in sales of one brand and operates business-to-consumer sales through brand retail stores in Europe and North America. e Brands segment also op - erates online sales in all major markets. e Global Sales segment consists of Fenix Out - door multiband distribution companies rep- resented globally, mainly buying its products from the Brands segment. e Asian distri - bution companies also run retail operations, primarily brand retail. Frilus Retail Europe AB – the Frilus segment – runs its business through six subsidiaries/brands: Naturkom - paniet (Sweden and Norway), Partioaitta (Finland), Globetrotter (Germany), Frilu - sland (Denmark) and Trekitt (UK). e Fri- lus segment has a total of 106 stores in addi- tion to its E-com operation run by each local brand. 2011 The Finnish outdoor retail chain Partioaitta Oy is acquired. 2004 Hanwag is acquired. 2013 Death of Fjällräven founder Åke Nordin, at the age of 77. 2014-15 The Frilufts group is established. Globetrotter Ausrüstung GmbH is acquired. 2017 The Danish out- door retail chain Friluftsland A/S is acquired, 2018 The US-based outdoor and travel apparel company Royal Robbins is acquired. GLOBETROTTER PARTIOAITTA FRILUFTSLAND 2021 Frilufts acquires Trekitt and starts Naturkompaniet in Norway. ORGANIZATIONAL STRUCTURE HANWAG TIERRAFJÄLLRÄVEN NATURKOMPANIET PARTIOAITTA FRILUFTSLAND GLOBETROTTER ROYAL ROBBINS PRESIDENT Alex Koska, COO and Global Sales EXEC. VICE PRESIDENT Martin Axelhed, Brands VICE PRESIDENT Henrik Homan, Frilufts VICE PRESIDENT Nathan Dopp, Fenix Outdoor, American Operations VICE PRESIDENT Per Wååg, Operations CFO Thomas Lindberg, Finance BOARD REPRESENTATIVE Susanne Nordin EXECUTIVE CHAIRMAN AND CEO Martin Nordin FINANCE HR FRILUFTS CORPORATE SERVICES (COMMON) GLOBAL SALES LEGAL BRANDS TREKITT FRILUFTS RETAIL EUROPE AB FRILUFTSLAND NATURKOMPANIET GLOBETROTTER PARTIOAITTA TREKITT IT LOGISTICS AND SUPPLY CHAIN CSR 10 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT 2022 FENIX OUTDOOR INTERNATIONAL AG 11ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 11 Brands Our Brands Division comprises four brands: Fjällräven, Hanwag, Royal Robbins, and Tierra. is portfolio enables us to cater to all the diverse apparel and footwear needs of our outdoor consumers. While our brands share numerous characteristics, three key attri - butes stand out across all four: 1. Strong Heritage 2. Premium Products 3. Sustainability at its Core e strong heritage of our brands fosters unwavering consumer trust in our products. Trust is essential when relying on outdoor gear in challenging environments, and our collective 250+ years of experi - ence in developing outdoor equipment forms a solid foundation. Our commitment to premium products underscores a focus on quality and durability, ensuring that our products last a lifetime, if not longer. is commitment not only builds trust with our consum - ers - it is simply good business. ese principles culminate in our third shared characteristic: sus - tainability. As producers of products designed for use in nature, it is imperative that we play our part in preserving our environment. For further insights into each of our four individual brands, please explore the following pages. BRANDS External sales per market, MEUR Jan-Dec 2023 Jan-Dec 2022 Switzerland 0.7 0 Sweden 11.4 18.3 Other Nordic countries 2.4 2.1 Germany 64.1 67.4 Benelux 17 18.4 Other Europe 20 17.3 Americas 80.3 79.9 Other World 2.4 2.6 Total 198.3 206 GLOBAL SALES External sales per market, MEUR Jan-Dec 2023 Jan-Dec 2022 Switzerland 10.7 11.2 Sweden 0 0 Other Nordic countries 34.1 40.6 Germany 0 0 Benelux 10.8 11.6 Other Europe 42.2 45.4 Americas 54.8 55.9 Other World 36.8 40.7 Total 188.5 205.5 Global Sales Our Global Sales division is our owned and operated network of wholesale distributors spanning Europe, the Americas, and Asia. Owning and operating our global wholesale distribution network provides numerous advantages. Operating our own local wholesale companies aords us the advantage of deep and direct insights into key markets. Our global sales organization comprises both single- and multi-country mar - kets, and we consistently evolve our structure to ensure optimal coverage for each country or market. When a market reaches a size that allows it to sustain itself, we make the strategic decision to es - tablish distribution companies. Examples of this include Fenix Out- door Poland and Fenix Outdoor Czech/Slovakia, both stemming from Fenix Outdoor Emerging Markets. is agile setup enables us to respond to market demands eectively and allocate resources to areas with the highest return on investment. All distribution companies within our Global Sales segment sell multiple brands from our portfolio, with the local portfolio ad - justed to align seamlessly with our other business areas. Operating a multi-brand distribution system empowers our smaller brands to leverage the strength of our larger ones, fostering growth and visibility. 12 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG FRILUFTS External sales per market, MEUR Jan-Dec 2023 Jan-Dec 2022 Switzerland 0 0 Sweden 73.9 74.7 Other Nordic countries 68.5 63.9 Germany 197.1 193.8 Benelux 0.3 0.4 Other Europe 12.7 14.9 Americas 0 0 Other World 0 0 Total 352.5 347.7 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 13 History Nature enthusiast Åke Nordin started Fjäll- räven in 1960 in the Swedish town of Örn- sköldsvik. Motivated by his ambition to make outdoor recreation easier, more comfortable and more inclusive, he developed a business that grew and continues to grow today. Fjäll - räven’s successful history rests on a series of highly innovative products that are bestsellers to this day, including the Expedition Down Jacket, the Greenland Jacket, the Kånken backpack and the Bergtagen range of moun - tain apparel and equipment. Brand characteristics Fjällräven continues to be an industry-lead- ing outdoor brand, always striving to create long-lasting products of the highest quality, produced with the lowest possible environ - mental impact, simultaneously encouraging customers and advancing the ongoing move - ment away from fast fashion and toward out- door. Fjällräven’s primary goal is to become the world’s most sustainable and durable outdoor brand, oering clothes and equipment with unrivaled quality and functionality, while be - ing at the forefront of innovation and sustain- ability. Key products Well-performing products in 2023 conrm the brand’s deep-rooted outdoor expertise and unique long-term approach to durabil - ity, timeless design and sustainability. With- in core product groups – jackets, trousers and backpacks – notable key products are the Ex - pedition Down Jackets that continue to grow in sales, followed closely by the trousers cate - gory where we see both a strong growing in- terest and growing sales. Within the backpack segment, the iconic Kånken backpack contin - ues to gain ground, and in the markets where sales are slowing down other daypacks have picked up considerably. Our investments in the biking segment have created both buzz and sales, and we’re condently looking forward to growing more in this area moving forward. Activities in 2023 Having a high awareness of ongoing glob- al economic challenges has been a prerequi- site this year. Although we and the industry as a whole have been busy managing invento - ry levels, we have continued to focus on inno- vation and product development. e launch of the Singi X range, for example – fresh from the leading-edge, hands-on part of our R&D department – is an important signal to all that innovation is an uncompromising part of our brand DNA. We’ve also continued to rene and promote our unique outdoor events of - ferings with Fjällräven Classic and Fjällräven Polar. is year Fjällräven Polar created a re - cord-breaking number of applicants and tar- get reach within designated audiences in all our key markets. We see a growing awareness among con - sumers that high-quality products used longer are a lot more sustainable than low-cost prod - ucts that need to be replaced regularly. is is an ongoing mass shi in perception that Fjäll - räven is helping to accelerate. The outlook for 2024 e ongoing global movement toward a healthier, more sustainable lifestyle, where long-lasting, high-quality products play a ma - jor role, shows great promise where Fjällräven products and brand values are concerned. It is an opportunity that we will work diligently to utilize fully. Our ever-popular events, both global and local, are all excellent moments for the brand to spread outdoor knowledge and expertise, at the same time as creating a growing loyal con - sumer base. Retail stores are also a prioritized space for guidance from competent sta who will con - tinue to do a great job conveying product ad- vantages and brand values. We are continuing to drive sales and aware - ness through all available digital channels while also growing our network of outdoor profes - sionals and public heroes who see the advantag- es of collaborating with the Fjällräven brand. Focus on our long heritage and time-prov - en reliability is key to winning customer trust. Appropriately, 2024 celebrates the 50-year an - niversary of the iconic Expedition Down Jack- et, truly proving that focus on timeless design, functionality and durability creates products that last a lifetime. Overall, we believe that through our com - mitment to producing the best, most long- lasting outdoor clothing and equipment, with the least possible environmental impact, sup - ported by inclusive and inspiring events and experiences, we can stand out as a unique out - door brand – well worth the trust of nature enthusiasts all over the world. Quality equipment for a lifetime of use. The growing global movement towards a healthier lifestyle and demand in sustainably produced, high quality outdoor products. 14 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG Brand Characteristics Conceived on Half Dome. Born in basecamp. Our story begins in the 1960s when Royal Robbins met Liz Burkner, his future wife, in Yosemite’s Camp 4. Royal was one of the world’s best climbers. His skill and curiosity shaped the sport and helped usher in the golden age of climbing. Together with Liz, they began the Royal Rob - bins company as way to help others seeking to live adventurous lives. Climbers had few options for durable, comfortable clothes that lived up to their de - mands. What you found at the local Army- Navy surplus store was the norm. Liz be - lieved climbers deserved better. She and Royal ditched their worn-down garb, leaned into years of experience and went into the cloth - ing business. As one of the original US outdoor brands, our brand revolutionized the industry by launching the rst climbing shorts, the Billy Goat. Our commitment to innovation sparked the Desert Pucker, a category leader made with wood from sustainably sourced trees. Additionally, our wool sweaters showcase our preference for natural bers and our commit - ment to durable, versatile and comfortable clothes made with the highest sustainability, social and environmental standards. Liz and Royal’s climbing legacy and bold vi - sion for life inuence everything we do. Roy- al had a rm belief that nature and adventure are good for the soul—a belief that continues to guide us today. Activities in 2023 2023 was an exciting year as the team on- boarded a new Global Brand President and a new Head of Sales in the US e leadership team quickly developed and rolled out a ro - bust growth strategy, encompassing Brand, Product, Distribution and Marketing to allow the brand and business to compete eectively over the coming years. We redened our brand position around the belief that “nature and adventure are good for the soul”. Established are invigo - rated marketing strategy and launched a fo- cused go-to-market plan, centered on our core consumers, the Natural Adventurers. Public relations eorts generated a seven- fold increase in site trac. e creation of a dedicated digital marketing role allowed us to launch into social and aliate inuenc - er programs. Continued emphasis on paid media creative resulted in marked improve - ments in ad performance and ROAS. And we strengthened our commitment to pro - tecting the places where our fans adventure through our partners at e Conservation Alliance and the Yosemite Climbing Asso - ciation. We also strengthened our product en - gine and processes while rening our prod- uct oering with an emphasis on serving our fans through comfort, versatility and sustainability. is allowed us to cra and streamline our 2024 collection preparing us to compete more eectively in a challeng - ing market. Born in Basecamp Our mission is to help people feed their soul through nature and adventure. For 55+ years, Royal Robbins has been trusted and worn by climbers and those seeking a life of adventure. Key Products Our products are rooted in our brand. e Desert Pucker shirt is an industry icon, hav - ing sold more than a million shirts ahead of its 25th anniversary in 2024. Our Spotless dresses set the standard for adventure and have achieved a leadership position for key re - tailers in Europeand the US. In spring 2024 we’re launching our Basecamp collection fea - turing time-tested designs that emphasize nat- ural bers. FW24 focuses on natural bers in- cluding the launch of our 100 percent wool sweaters, now RWS certied. Outlook 2024 We will launch the new brand campaign “Born in Basecamp” across all markets and platforms, and will celebrate the Desert Puck - er’s 25th anniversary, which will be Certied Carbon Neutral from 2024 onward. Along with Spotless dresses and the Basecamp Col - lection, we will be integrating brand and product in our consumer storytelling as we drive awareness and recruit new consumers to our brand. In the fall we look forward to launching what could be our nest 100 percent merino wool sweater collection ever, led by the Arch Rock, and our new hemp shacket, the Clouds Rest. We will continue to emphasize a direct con - nection with our fans through digital and af- liate marketing programs, and though our products, reinforcing the truth that nature and adventure are good for the soul! ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 15 16 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG Brand characteristics Tierra draws on more than 40 years of ex- perience developing outdoor apparel for de- manding conditions. Our mission is to devel- op technical outdoor apparel with a long life span, by sourcing the best materials and solu - tions, providing a sustainable path forward for both brand and end user. e company was founded 1983 and ad - opted the use of technical fabrics and materi- als from the very start. e brand really came into its own when asked in 1991 to supply the rst all-Swedish Mount Everest Expedition with clothing. Despite having no previous ex - perience in developing clothing for high-al- titude summit expeditions, the project was a great success. Tierra has since continued to supply clothing for countless expeditions, ad - ventures and professional outdoor. Innova- tion, an urge to constantly improve and a mindset that nothing is impossible have be - come a part of the Tierra brand DNA. Key products e Tierra range is focused on technical out- door apparel for demanding mountain con- ditions. Key products include the Roc Blanc, Nevado, Östra and Västra jackets. For the past seven years Tierras 2FS So Shell pants have been a core addition to the shell garment range. While the Ace Pants and Lite Track Pants are oriented toward the colder seasons, the lighter Pace pants, O-Course pants and Tarfala pants are better suited for the warmer months. In 2019 Tierra launched the Belay series of insulated garments. In 2022 the Belay fami - ly was updated, now featuring 100 percent re- purposed materials and Swedish wool, saved from being thrown away and used as landll. Wool has a unique combination of properties that include superior warmth-to-weight ratio and moisture transport. It maintains warmth when it is wet and is naturally antibacterial and odor-resistant. Activities in 2023 In 2023 Tierra launched its own e-com, reach- ing six countries in Europe. is gives the brand an opportunity to reach end users in markets where Frilus has little or no pres - ence. Going forward this will enable Tierra to control the presentation of the brand to a greater extent. For SS23 we made a lighter version of Tier - ra’s popular Backup series, called the Liddo Jacket and Pant. e name comes from Lid - dopakte, a remote peak in the Swedish moun- tains. It has a cleaner design, is lighter and is more packable. Liddo was well received on the Tierra e-com platform and shows that we are on the right path when it comes to the as - sortment. A new, lighter 2FS So Shell pant was also introduced, Tarfala, made for al - pine adventures, climbing or hiking in sum- mer temperatures. For spring 2023 Tierra also launched a new base layer system, Utilana, made from high-quality merino wool. Tierra has been a close partner with Gore since the launch in 1983, and for fall 2023 Tier - ra was one of only eight brands worldwide to be a part of the Gore-Tex ePE-membrane launch. is new membrane is 100 percent free from uorocarbons and is used in Tierra gar - ments made from 100 percent recycled poly- ester. We continue our focus on sustainability and technical materials with uorocarbon-free three-layer Gore-Tex: the Östra jacket, Västra jacket, Svolvaer coat and Mörviken pant. Tierra is also reaching out to new outdoor users by launching two styles in the new, and more sustainable, uorocarbon-free two-lay - er Gore-Tex ePE-membrane with styles such as the Aktse jacket and the insulated Nikka parka. Among the new uorocarbon-free Gore- Tex styles mentioned above, the Östra jack- et is the agship. It’s a shell jacket that has been missing from our collection for some time. Our design and R&D team together with our test team have tweaked the design for increased functionality, making the jack - et even more suited to the modern skier and ski tourer. Fall 2023 also saw the introduction of the Tierra brand in North America through 10 Fjällräven brand stores, six in the US and four in Canada. Albeit with a small assortment, the brand has been well received by sta and end users. Outlook 2024 For spring 2024 we are introducing our new midlayer Nallo, a eece jacket with gridded backer. is is as versatile as a midlayer can get. Perfect for year-round use, it comes with and without a hood. For fall 2024 we are introducing a down program with two warm and light down jack - ets. Kebnepakte is a box constructed thick down jacket for activity in arctic cold or at high altitude. It’s like a warm cloud. Tarrekaise a quilted down jacket that will keep ice climb - ers and ski alpinists warm. It has extreme warmth for its weight. We are also continuing our close partner - ship with Gore and will introduce our new al- pinist and ski alpinist jacket Tolpa in the new PFC-free C-knit fabric. During fall 2024 we will expand our mid - layer program with the new eece called Kvalöya, made in a thicker fabric than Nallo, perfect for colder days or everyday use. To reach the hiking users we have devel - oped Stensdalen, a more or less indestructible hiking pant in polycotton that has seen good pre-orders. Continued focus on technical materials and designs for life above the tree line Tierra continues to streamline the assortment with a clear focus on technical apparel and sustainable solutions made for demanding mountain conditions. – Long lasting, durable materials and easy-to-repair constructions are priorities when we develop new styles or reﬁne existing ones, says Brand Manager Jim Bakerød. ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 17 18 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 19 Brand characteristics Aer celebrating its best years ever in its an- niversary year 2021 and 2022, Hanwag con- tinues on a successful track. In 2023, despite the challenging market situation, Hanwag was able to achieve very strong results. Our prof - it margin has never been so high, while our costs were lower than planned. Given the loss - es sustained across the international footwear industry last year, our positive results are all the more signicant. An important contribu - tion was made here by Progressz, our produc- tion facility in Hungary. Once again, we were able to deliver our pre-orders on time, give our customers planning security and consoli - date our reputation as a reliable business part- ner – with high-quality footwear, 100 per- cent “Made in Europe.” A high point was our performance on the German market, where last year we were able to position our brand strongly and distinguish ourselves from our competitors. Key products At a product level, in 2023 Hanwag embarked on new paths, while simultaneously relying on its brand values and classic models. e suc - cessful launch of the Rotpunkt LL in Septem- ber helped Hanwag take the rst steps toward reaching new markets and a younger, au - ent target group interested in fashion and her- itage. Our authentic brand values and com- pany history are well appreciated by these retailers and customers, just as they are in the outdoor industry. Timeless Hanwag classics such as the Alaska, Yukon and Tatra also per - formed solidly last year. We had a success- ful start to the season with the launch of the Makra product family, which received good feedback from the markets and saw good turnover. In 2024, the Makra models will con - tinue to play an important role in our Trek- king segment. Activities in 2023 For the launch of the Rotpunkt LL in 2023 there was a substantial marketing campaign with, among other things, international prod - uct seeding, retail assets and PR resourc- es, plus a launch event that set new internal standards and brought us increased growth in social media. Hanwag again exhibited its products at the Paris Fashion Week with a showroom for its consecutive models, the Rotpunkt Low GTX and the Alaska XC GTX 2024, and attracted lots of attention. Our val - ues and history are what continue to set us apart – across industries and target groups. As an authentic brand and transparent man - ufacturer, we position ourselves with our pro- duction website, which went online in 2023 in nine languages. With the support of vid - eo and text, users can follow our production step by step and see for themselves how much handcraed quality, t and functionality goes into a Hanwag boot. We are leading the way among our competitors with this transpar - ent approach. It oers signicant added value for B2C and B2B and also increases apprecia - tion for our products, reinforcing that quality is worth paying for. Outlook for 2024 Despite the challenging market situation, we look back at a successful year. For 2024, we expect the market situation to remain chal - lenging, but reckon nevertheless with con- tinuing high demand for our products. Our cemented construction and genuine double- stitched models represent a solid product base and a steady market. In addition, we will con - tinue to pursue new target groups and plan to be present at the Paris Fashion Week once again this summer. e courage that we have shown in exploring new paths is well per - ceived in the outdoor industry, while for our business partners we remain a strong and re - liable partner. By deploying a diverse range of marketing campaigns and marketing initia - tives in 2024, we intend to further our grow- ing brand recognition, boosting sales and re- tail. We are positive about the future and look forward to continuing our success story. Hanwag continues on successful track and exceeds own expectations Despite the challenging market situation, 2023 was once again very successful for the traditional Bavarian bootmaker. As an authentic brand with strong values, Hanwag has been able to do well in both the world of fashion and classic outdoor retail. Thanks to its increasing brand recognition, strong product base and reliable partnerships, Hanwag is positive about the future. 20 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG November 03. 2023 opening of new Friluftsland store in Herning. New 500 m 2 box store outside city center in regional shopping mall area. First Friluftsland store in the western part of Denmark where brand knowledge is very limited. Above. Frilufts store in Västerås. Opening March 24. 2023. The existing store moved from Västerås city to a trading area called Erikslund around 7 km from city center. Some reused materials is used in the store, such as old doors are rebuilt to tables, frames for pictures (storyltelling) is old second hand frames. The RE:think store in Bonn, Germany. Virually everything from the previous tennant, Conrad Electronics, was reused to furnishe the shop in a creative manner. Anything else that was needed either came from leftover supplies from the Globetrotter stores or was second-hand. The goal: to reduce our environmental footprint to a minimum while furnishing the new store. ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 21 FRILUFTS RETAIL EUROPE AB FRILUFTSLAND NATURKOMPANIET GLOBETROTTER PARTIOAITTA TREKITT Vision To globally dene premium outdoor retail and be the rst choice for customers and partners Mission In a personal way, we share our experience and passion for nature. We inspire and equip people to spend time outdoor in the most sus - tainable way Frilufts Retail Europe AB Frilus Retail Europe AB consists of six retail chains operating within the outdoor segment: Naturkompaniet AB Sweden, Naturkompani - et AS Norway, Partioaitta OY Finland, Glo- betrotter GmbH Germany, Frilusland A/S Denmark and Trekitt Ltd UK. e company has a total of 104 stores: 37 in Sweden (including one franchise store), 11 in Norway, 21 in Finland, 22 in Germany (in - cluding one franchise store), 14 in Denmark and one in the UK. Each company also has its own e-commerce store. Frilus Retail Eu - rope AB (Frilus AB), is a subsidiary compa- ny that has been 100 percent owned by Fenix Outdoor International AG (Fenix AG) since June 1, 2015. Activities 2023 We have done many good things during the year. We acquired a company with two stores Frilufts continues to work strategically according to our long term vision and mission Frilufts have taken many short term actions to manage the challenging retail landscape in 2023. But there has also been a lot of focus on continuing to work according to our long term vision; to globally deﬁne premium outdoor retail and be the ﬁrst choice for customers and partners. We have also continued with a lot of staﬀ trainings to ensure that we stay true to our mission; in a personal way, we share our experience and passion for nature. We inspire and equip people to spend time outdoor in the most sustainable way. and e-com in Norway, opened some new stores, launched a secondhand “rethink” store in Germany, won several sustainability awards and kept working on our market positioning and branding. e work with our IT systems also continues, with good performance and results, and we launched a 2.0 version of our e-com platform in Norway. But 2023 was another challenging year for retail with overstock in the market, at both retailers and suppliers. is put a lot of pres - sure on pricing at the same time as consum- ers kept their wallets tight. What we can see overall is that consumers are buying when the need occurs and closer to their activi - ties. Cost increases in general and on rent levels in particular have been something we have put a lot of focus on. e weather has, as always, a big impact on us, and this year we saw very changing and rather extreme weather. At times it has been very good for us, but also the opposite. In general, I would say that we have managed to handle all chal - lenges in a good way but with increased pres- sure on our margins. Outlook 2024 Heading into 2024 we still believe that the markets will be about the same and will con - tinue with the same challenges. Germany and the UK were the most challenging mar - The RE:think store in Bonn, Germany. Customers are ﬂocking to the new Friluftsland store in Herning, Denmark. 22 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG kets during the nal part of 2023, and it is likely that these markets continue to strug - gle the most in 2024. e market overstock hopefully will balance out during the spring and summer, and from the fall we expect a more normal situation. ere are many bankruptcies ongoing within retail and e- com, and that over time should also support a better market. Our main target group is aected by ev - erything going on, but it seems that service, knowledge, quality and sustainability are still important and that our customers are will - ing to invest in long-lasting products. Trav- el is still a growing category, it seems that customers have a backlog aer the pandem - ic years and that demand and activity are increasing. e travel trend was also visi - ble in our domestic sales in 2023. In Sweden and Norway we saw a big increase in foreign tourist shopping due to the weak currencies. is partly compensated for likely weaker domestic sales. Some product categories took a big hit in 2023, due to the big sales boost and increased demand of the last years, price pressure and a kind of saturation. We expect some of these categories to stabilize and start to recover. We saw signs of that during the nal months of the year. e focus on cost and stock levels contin - ues in 2023. Some cost increases are hard to mitigate, but there are many areas where we are negotiating and actively working hard on reducing them. We are focusing a lot on our margins, and we have many initiatives that should have a positive impact. We are also ne-tuning our concept, marketing plans and digital strategy. We have launched our new loyalty club and CRM system in Germany and that should start to pay o. ere are plenty of good initiatives in the pipeline. Partioaitta celebrated the 2023 Nature Bonus of 132440 € in Nuuksio, Finland together with the recipients and some 365 club members making the Nature Bonus pos- sible. The event consisted of wintery forest bathing, open ﬁre crepes and the organiza- tions sharing information about their projects on environmental conversation and making nature accessible to more groups of people. ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 23 COMPANY FACTS GLOBETROTTER AUSRÜSTUNG GMBH In 1979 two outdoor enthusiasts founded Germany’s ﬁrst store for outdoor pursuits and expedition equip - ment. From the outset they looked for the best, most functional products for outdoor life and for travel to the most far-ﬂung corners of the world. Their shop in Hamburg’s Wandsbek district quickly became a meet - ing point for globetrotters and adventurers. Today, Globetrotter has a big e-commerce business and 22 stores (one franchise). NATURKOMPANIET AB Naturkompaniet’s oldest subsidiary, Scoutvaror AB, was founded in 1931 by the Swedish Scouts. In 1951, the name was changed to Friluftsmagasinets Scoutva - ror AB, and in 1991 the stores changed their name to Naturkompaniet. Today, Naturkompaniet is Sweden’s largest outdoor retailer, with 37 stores (one franchise) and a fully operational e-commerce site. Naturkom - paniet sells equipment for outdoor and travel activi- ties from the world’s leading brands. The vision is to promote outdoor recreation and health by providing equipment to facilitate and enrich outdoor life. PARTIOAITTA OY Partioaitta OY was founded in 1928 by the Finnish Scouts, and in English the company’s name means Scout Shops. Partioaitta was established through a merger of several dierent scout organizations and to - day is Finland’s largest outdoor retailer, with 21 stores and an e-commerce site. Fenix Outdoor acquired the company in May 2011. FRILUFTSLAND A/S Friluftsland was established in Denmark in 1980 by two 19-year-old boy scouts who were dissatisﬁed with the service and range of outdoor products on oer. The ﬁrst store had a sales area of 16 square meters and during the winter it was only open in the afternoon. Nowadays, Friluftsland is an omnichannel chain with 14 stores and a web shop that focuses on premium quality products, sta and services. This proﬁle means the company ﬁts very well with Frilufts Retail Europe AB, which acquired the company in October 2017. TREKITT Trekitt was established by the Trepte family at the foot of the Black Mountains in Abergavenny, Wales, in 1986. The company has remained family-owned ever since and consists of one store in Hereford, as well as a fast-growing and hugely successful special - ized e-com business. Trekitt’s motto is “LIVE THE OUTDOORS” and ever since its inception, the compa - ny has prided itself in providing top-quality equipment and clothing for mountaineers, hill walkers, climbers and travelers, allowing them to do just that. 24 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT – MANAGEMENT REPORT MANAGEMENT REPORT The Board of Directors of Fenix Outdoor International AG, Corporate Identity Num- ber CHE-206.390.054, with its registered oces in Zug, Switzerland, hereby present the annual report and consolidated ﬁnancial statements for the ﬁnancial year 2023. Fenix Outdoor International AG is listed on Nasdaq OMX Stockholm, Large Cap. Fenix Outdoor International AG publishes annual reports in English and Swedish. The English version is legally binding. OPERATIONS The group is organized into three business segments: Brands, Global Sales and Frilufts. • Brands include Fjällräven, Tierra, Hanwag and Royal Robbins. It also includes Brandretail (the e-com and brand retail shops) and the distribution companies con - centrated in sales of only one brand. • Global Sales includes distribution companies selling more than one Fenix Outdoor brand. • Frilufts includes the retailers Naturkompaniet AB, Naturkompaniet AS, Partioaitta Oy, Globetrotter Ausrüstung GmbH, Friluftsland A/S, Trekitt and Exist. The three business segments are supported by common functions for management, CSR/CSO, ﬁnance,legal, IT and logistics. LARGEST OWNER The main owner of Fenix Outdoor International AG is Martin Nordin, holding 52.9% of the total voting rights and 15.4% of the total capital. SIGNIFICANT EVENTS The trading and performance in our industry was, during 2023, driven by large inventories. SALES AND PROFIT The group’s net sales decreased by 2.6% to MEUR 739.4 (MEUR: 759.2). The oper- ating proﬁt decreased to MEUR 55.0 (MEUR: 83.5). PROSPECTS FOR 2024 We are facing a very challenging market in 2024. A lot of retailers have ﬁnancial chal- lenges, which means somewhat lower preorders than normal. The order books are OK, but growth will have to come from reorders as well as our own DTC channels. We have taken measures and costs in Q4/2023 enable us to save costs in 2024. We are also reﬁning our operations by investing in an ERP system for the Brands and Global Sales segments, which we think will ﬁnetune and make our operation more ecient. The inventories are still too high. We believe we will start to see a decrease in inven - tory end of Q1. EMPLOYEES The average number of employees, as well as salaries, remuneration and social security contributions, are reported in Note 5 in the annual report. The board’s pro - posal to the Annual General Meeting regarding remuneration to Senior Executives is declared in the compensation report on pages 53-54. LIQUIDITY AND FINANCIAL POSITION The group’s total cash and cash equivalents totalled MEUR 119.1 (MEUR: 81.0) as of December 31, 2023. The group’s interest-bearing liabilities including lease liabili - ties, increased to MEUR 205.5 (MEUR: 149.7). The group’s total equity attribut- able to the Parent Company’s shareholders at the end of the year was MEUR 417.2 (MEUR: 405.0), which corresponds to an equity ratio of 56.1% (60.0%). RISK FACTORS • Cyclical risks. Historically, upswings and downturns in the economy have not had any signiﬁcant impact on the group’s sales or earnings trend, even though the risk may have increased by the larger retail share of the operations, including the changing retail environment. • Weather-related and seasonal risks. Certain parts of the group’s product range and sales are aected by weather conditions. Portions of the winter collection, mainly available in the markets with a colder climate, are negatively aected by warm and late winters. • Trend risks. The group does not consider itself to be a group of fashion products, but the business is aected by long-term trends such as the positive active and outdoor life trend. Some markets in warmer climates which have a dierent prod - uct mix are still more impacted by single product trends compared to other more traditional outdoor markets. • Currency risks. The group’s net sales in dierent currencies are distributed as fol - lowing: SEK 11.5%, EUR 58.3% including DKK, USD 17.0% and other currencies 13.2%. A major portion of the Brand segment's purchases take place in USD, even though certain brands make a large share of purchases in EUR. The Frilufts and Global Sales companies mainly buy in local currency. The group’s policy is to hedge its short USD position from purchase orders, through forward contracts lasting up to a year. Further information regarding the group’s risk management can be found in the section Accounting Principles and in Notes 3 and 28 in the annual report. The group had outstanding currency forwards as per December 31, 2023, where USD had been purchased against EUR, at a value of MUSD 40.0. If no hedge was made, a 5% change of the USD/EUR rate would result in an annual eect of MEUR 3.2. • Vendor risk. The group is not totally dependent on any major single vendor even though some brands are more exposed in the short run. RESEARCH AND DEVELOPMENT The group does not engage in research in the traditional sense. Since its beginning, one of the brands' primary success factors has been the ability to continually devel - op new products and improve existing ones. This holds true for each of the group’s brands. The products are tested in both laboratory environments and in authentic conditions through regular events, such as the Fjällräven Classic, Fjällräven Polar and Hanwag’s Alpine experience. Principles applied in the reporting of development costs and information regarding monetary amounts are presented in a separate section in Note 2, Accounting and Valuation Principles. CAPITAL EXPENDITURES The group’s capital expenditures totaled MEUR 27.0 (MEUR: 27.1). The investments are primarily attributable to the digital environment and investments in new and more automatized warehouse capacity in Europe. CORPORATE GOVERNANCE REPORT The company’s corporate governance complies with the NASDAQ OMX listing agree- ment and the Swedish Code of Corporate Governance, with the exceptions stated below. The Articles of Association deﬁnes the company’s business name, operations, registered oces, number of board members, amount of share capital, etc. THE SWEDISH CODE OF CORPORATE GOVERNANCE This report complies with the Swedish Code of Corporate Governance. Exceptions to the code are explained in the relevant sections. Annual General Meeting The Group’s highest decision-making body is the Annual General Meeting, which usually takes place at the end of April or the beginning of May. The Board of Direc - tors, the Chairman, the Compensation Committee, Auditors and independent prox- ies are elected at each Annual General Meeting. The annual ﬁnancial statements are adopted and resolutions are undertaken regarding discharge from liability. In addition, the appropriation of proﬁts and compensation to the Senior Executives and the Board of Directors are approved. Each shareholder, listed in the shareholders’ register on a speciﬁed date prior to the meeting, and who has also registered to at - tend the Annual General Meeting, is entitled to attend the meeting and vote for their combined ownership of shares. Shareholders may be represented by proxy. Fenix Outdoor International AG complies with Swiss company laws and regulations. The Nomination Committee and proposals for the Annual General Meeting Fenix Outdoor International AG intends to deviate from the code’s provisions regard- ing the Nomination Committee. The reason for doing so is that the Nordin family, along with its related companies, represents 61.3% of the company nominal share value, corresponding to 85.1% of the votes at the Annual General Meeting, if all their shares are represented at the meeting. In light of this concentration of sharehold - ers, having a Nomination Committee has not been seen as necessary. However, the company strives for gender balance on the board. Proposals regarding Chairman of the Board at the Annual General Meeting, board elections, the appointment of the auditor are thus submitted by the company’s larger shareholders and presented in the notice of the Annual General Meeting and on the company’s website. The remu - nerations paid to the members of the board are stated in the compensation report. ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 25 MANAGEMENT REPORT Duties of the board The board of Fenix Outdoor International AG consists of six members elected individ- ually at the Annual General Meeting. Information about the board and the Managing Director can be found on the website and in the compensation report. The board has held ﬁve minuted meetings. At the board meeting following the election, resolutions are adopted regarding the formal work plan of the board and the Managing Director, aiming to ensure that the board has the information required. Financial reports are submitted at each regular meeting. The board of directors convenes twice annually with the company’s auditors in order to review the audit, the audit process and the activities undertaken during the year. As there are no special committees, except for the Compensation Committee, within Fenix Outdoor International AG; thus, the Board, in its entirety, addresses all matters except for matters relating to remunera - tion. The members of the remuneration committee are Ulf Gustafsson and Susanne Nordin. Total remuneration to members of the board is determined by the Annual General Meeting according to the proposals submitted by the company’s largest shareholders. Over the course of the year, the board has monitored the company’s ﬁnancial reporting, as well as its systems for internal control, to ensure that the operations are ecient and in line with laws and regulations, and that the ﬁnancial reporting is reliable. The board has examined and evaluated the accounting and ﬁnancial reporting procedures, and has followed up and evaluated the work, qualiﬁ - cations and independence of the external auditors. Risk assessment The board and management work continuously with risk assessment and risk man- agement in order to ensure that the risks to which the company is exposed are taken care of within the framework ultimately established by the board. Control activities The board and management have determined a set of control activities for opera- tional processes. These are based on risk assessments and on ensuring that there is a satisfactory process for monitoring the company’s compliance with laws and other regulations relevant to its operations, as well as the application of internal guidelines. Included in the control structure are such measures as the authorization hierarchy, the delegation of responsibilities and the company management’s review of ﬁnancial information. The controls are also there to ensure that any material errors are recti - ﬁed. Information and communication The internal dissemination of information and external communication are regulated on an overall level. Evaluations The internal control of ﬁnancial reporting is evaluated on a continuous basis. The board receives quarterly reports showing ﬁnancial outcomes and comments on the operations provided by the management. At each board meeting, the ﬁnancial situa - tion is addressed and the board checks that the internal controls relating to ﬁnancial reports and reporting to the board are functioning adequately. A board evaluation is conducted on annual basis to secure that the board is receiving adequate material and information to take the best possible decisions. Attendance at Board meetings Fenix Outdoor International AG in 2023 Directors Attendance, regular and extraordinary meetings Martin Nordin, Chairman 5 Mats Olsson 5 Ulf Gustafsson 5 Sebastian von Wallwitz 5 Susanne Nordin 5 Rolf Schmid 5 INFORMATION The company’s information to shareholders and other stakeholders is provided in the annual report, the interim reports, press releases and via the company’s website, www.fenixoutdoor.se. Financial reports and press releases from the past years and information regarding corporate governance are also available on the website. NUMBER OF SHARES AND VOTES The total number of shares in the company are 35,060,000, of which 24,000, 000 are Class A shares, nominal value 0.1 CHF/share and 11,060,000 are Class B shares, nominal value 1.0 CHF/share. The company’s largest shareholders are listed on the website. As per 2023-12-31 the company held 132,337 B-shares in its own books (per 2023-12-31 the company held 132,337 B-shares). There are 66,000 per - sonnel options outstanding as per 2023-12-31 (per 2022-12-31 22,000 personnel options). OWNERSHIP STRUCTURE Fenix Outdoor International AG had 8,742 shareholders at the end of 2023. The ownership participation of the ten largest shareholders constituted 81.2% of the total capital. A list of the major shareholders can be found on page 56. RESULTS AND FINANCIAL POSITION For information regarding the Group’s and the parent company’s results and ﬁnan- cial position, we refer to the consolidated and parent income statement, balance sheet, cash ﬂow statement and notes on pages 26-43. PROPOSED APPROPRIATION OF PROFITS IN PARENT COMPANY 31.12.2023 TEUR Proﬁt reserves at the beginning of the period 175,234 Dividend on own shares 172 Net proﬁt of the year 32,724 Proﬁt reserves at the end of the period 208,130 Allocation to the general legal proﬁt reserves - Proﬁt to be carried forward 208,130 PROPOSAL FOR DISTRIBUTION OF DIVIDENDS Capital contribution reserves TEUR 304.625 Dividends TEUR 18,196 Capital contribution reserves TEUR 286,429 * SEK (Swedish Kronor) 1.5 per A-share and SEK 15.0 per B-Share calculated at 11.096 EUR/ SEK. 24,000,000 x 1.5 + 11,060,000 x 15.0 = SEK 201,908,00 = EUR 18,195,746. THE BOARD’S STATEMENT ON THE PROPOSED DIVIDEND The board’s opinion is that the total proposed dividend of SEK 1.5 (1.5) per A-share and SEK 15.0 (15.0) per B-share will not hinder the company from fulﬁlling its short and long-term obligations, nor from making any necessary investments. The liquidity position is being maintained at a satisfactory level. 26 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG CONSOLIDATED INCOME STATEMENT CONSOLIDATED INCOME STATEMENT Amounts in TEUR Note 2023 2022 Net sales 4 739,444 759,237 Other operating income 6 10,720 10,905 Income 750,164 770,142 Cost of goods −318,592 −322,556 Other external expenses −164,719 −163,739 Personnel expenses 5 −154,401 −145,648 Depreciation/amortisation 10,11,12 −58,696 −55,154 Result from investments in joint ventures 7 1,224 427 Operating proﬁt 4 54,981 83,472 Financial income 8 1,014 2,104 Financial expenses 8 −8,420 −2,804 Proﬁt/loss before tax 47,574 82,772 Income tax expense 9 −15,604 −21,846 Net proﬁt for the year 31,970 60,926 Net proﬁt for the year attributable to: Parent Company's shareholders 31,572 60,585 Non-controlling interests 398 341 Earnings per share attributable to the Parent Company's shareholders after dilution and before dilution in EUR A shares, before dilution 0.237 0.457 A shares, after dilution 0.236 0.457 B shares, before dilution 2.37 4.57 B shares, after dilution 2.36 4.57 Weighted average of outstanding shares, A 24,000,000 24,000,000 Weighted average of outstanding shares, B 10,927,663 10,932,956 Proposed dividend per share (EUR) - A shares 0.135 0.135 Proposed dividend per share (EUR) - B shares 1.352 1.349 Amounts in TEUR 2023 2022 Net proﬁt for the year 31,970 60,926 Not to be reclassiﬁed in the income statement in the future: Re-measurements of post employment beneﬁt obligations −62 347 Taxes 3 −76 To be reclassiﬁed in the income statement in the future: Change in translation reserve during the period −1,049 −8,978 Cash ﬂow hedges −762 3,983 Taxes 168 -876 Total other comprehensive income for the year: −1,702 −5,600 Total comprehensive income for the year 30,268 55,326 Total comprehensive income attributable to: Parent Company's shareholders 29,943 55,113 Non-controlling interests 325 213 STATEMENT OF OTHER COMPREHENSIVE INCOME ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 27 CONSOLIDATED STATEMENT OF FINANCIAL POSITION CONSOLIDATED STATEMENT OF FINANCIAL POSITION As of 31 December, Amounts in TEUR Note 2023 2022 ASSETS Non-current assets Intangible ﬁxed assets 10 44,578 47,058 Tangible ﬁxed assets 11 84,610 79,847 Right-of-use assets 12 130,430 119,158 Investments in joint ventures 7 4,731 3,456 Deferred tax assets 9 15,799 11,483 Other non-current ﬁnancial assets 13 341 341 Other non-current receivables 13 10,100 3,628 Total non-current assets 290,591 264,971 Current assets Inventories 14 272,622 246,549 Accounts receivable trade and other receivables 15 51,573 55,819 Tax receivables 2,146 7,056 Prepaid expenses and accrued income 17 7,169 5,854 Cash and cash equivalents 28 119,102 81,009 Total current asset exc. assets held for sale 452,612 396,287 Assets held for sale 32 - 13,329 Total current assets 452,612 409,616 TOTAL ASSETS 743,203 674,587 EQUITY AND LIABILITIES EQUITY Equity and reserves attributable to the Parent Company's shareholders Share capital 12,378 12,378 Other contributed capital 39,765 39,765 Other components of equity −12,777 −10,960 Treasury shares –11,206 −11,206 Retained earnings 389,058 375,010 Total equity attributable to the Parent Company’s shareholders 417,218 404,987 Non-controlling interest - - Total equity 417,218 404,987 LIABILITIES Non-current liabilities Deferred tax liabilities 9 7,816 9,874 Employee beneﬁts 18 709 632 Other non-current provisions 19 2,981 3,017 Non-current lease liabilities 12,20 102,049 91,334 Interest bearing liabilities 20 36,425 18,000 Other non-current liabilities 234 272 Total non-current liabilities 150,214 123,130 Current liabilities Other current liabilities 21 67,286 66,771 Current tax liabilities 4,578 6,017 Current lease liabilities 12,20 31,821 31,367 Interest bearing liabilities 20 35,204 9,000 Accrued expenses and deferred income 22 36,879 31,081 Total current liabilities exc liabilities directly associated with the assets held for sale 175,771 144,237 Liabilities directly associated with the assets held for sale 32 - 2,233 Total current liabilities 175,771 146,470 Total liabilities 325,985 269,600 TOTAL EQUITY AND LIABILITIES 743,203 674,587 28 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Total eq - uity attrib- utable to Foreign the Parent Other Cash ﬂow currency Compa - Non- Share contributed hedge translation Treasury Retained ny's share- controlling Total Amounts in TEUR capital capital reserve) reserve) shares) earnings holders interest Equity 01-01-2022 12,378 39,765 1,370 –2,740 –10,164 340,841 381,452 0 381,450 Net Proﬁt for the year 60,585 60,585 341 60,926 Other comprehensive income for the year 3,107 –8,850 271 −5,472 –128 –5,600 Total comprehensive income for the year - - 3,107 –8,850 - 60,856 55,113 213 55,326 Transactions with non-controlling interests ) –996 −996 –213 –1,208 Share based payments) 26 26 26 Purchase of own shares −1,042 −1,042 –1,042 Dividends resolved at Annual General Meeting −25,717 −25,717 –25,717 Transfer of cash ﬂow hedge reserve to inventories −3,847 −3,847 –3,847 31-12-2022 12,378 39,765 630 −11,590 –11,206 375,011 404,987 0 404,987 Total eq - uity attrib- utable to Foreign the Parent Other Cash ﬂow currency Compa - Non- Share contributed hedge translation Treasury Retained ny's share- controlling Total Amounts in TEUR capital capital reserve) reserve) shares*) earnings holders interest Equity 01-01-2023 12,378 39,765 630 –11,590 –11,206 375,011 404,987 0 404,987 Net Proﬁt for the year 31,572 31,572 398 31,970 Other comprehensive income for the year –594 –976 –59 –1,629 –73 –1,702 Total comprehensive income for the year - - –594 –976 - 31,513 29,943 325 30,268 Transactions with non-controlling interests ) 215 215 –325 –111 Share based payments*) - - - Dividends resolved at Annual General Meeting –17,681 –17,681 –17,681 Transfer of cash ﬂow hedge reserve to inventories –247 –247 –247 31-12-2023 12,378 39,765 –211 −12,566 –11,206 389,058 417,218 0 417,218 ) Other components of Equity ) Per 31-12-2023 and 31-12-2022 the company held 132,337 B-shares. ) Change in option liability, Alpen International Ltd and Fenix Outdoor Taiwan Co Ltd. ) Options program for Senior Managers was introduced 31-12-2022, see also Note 33. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 29 CONSOLIDATED CASH FLOW STATEMENT Amounts in TEUR Note 2023 2022 OPERATING ACTIVITIES Net proﬁt for the year 31,970 60,926 Income tax expense 15,605 21,846 Financial result net 7,406 700 Depreciation for right-of-use assets 34,221 33,919 Depreciation/amortisation tangible and intangible assets 24,477 21,235 Adjustment for items not included in the cash ﬂow 25 −380 −5,817 Interest received 696 −156 Interest paid −4,818 −2,805 Income Tax paid −18,391 −37,424 Cash ﬂow from operating activities before changes in working capital 90,786 92,425 Change in inventories −24,426 −105,346 Change in operating receivables −1,812 2,625 Change in operating liabilities 11,320 3,378 Cash ﬂow from operating activities 75,868 −6,918 INVESTING ACTIVITIES Purchase of intangible ﬁxed assets −5,501 −5,564 Purchase of tangible ﬁxed assets −21,481 −21,487 Sale of tangible ﬁxed assets 104 170 Acquisition of subsidiaries, net of cash acquired −1,710 - Sale of business, net of cash disposed 3,633 - Change in non-current receivables 167 −151 Cash ﬂow from investing activities −24,789 −27,033 FINANCING ACTIVITIES Borrowings 101,460 - Repaid borrowings −59,743 −8,749 Payment of lease liabilities −34,397 −33,693 Purchase of own shares - −1,042 Dividends paid −17,681 −25,717 Cash ﬂow from ﬁnancing activities −10,361 −69,201 Change in cash and cash equivalents 40,717 −103,153 Cash and cash equivalents at beginning of year 81,009 181,900 Eect of exchange rate dierences on cash and cash equivalents −2,625 2,261 Cash and cash equivalents at year-end 27 119,102 81,009 CONSOLIDATED CASH FLOW STATEMENT 30 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 2 ACCOUNTING AND VALUATION PRINCIPLES COMPLIANCE WITH STANDARDS AND LEGISLATION The consolidated ﬁnancial statements have been prepared in accordance with IFRS Accounting Standards as issued by the IASB and compliant with IFRS as adopted by the EU. The consolidated ﬁgures are presented in TEUR if not otherwise stated. The accounting is consistent with those applied in prior year, except as stated under “New or revised standards applied by the Group”. CONSOLIDATED FINANCIAL STATEMENTS The consolidated ﬁnancial statements include the parent company and those sub- sidiaries in which the parent company, directly or indirectly, controls more than 50% of the voting rights, or in any other manner exercises a controlling inﬂuence. Inter - company transactions and associated unrealized gains are, thus, eliminated. BUSINESS COMBINATIONS, GOODWILL AND NON-CONTROLLING INTERESTS Business combinations are accounted for using the acquisition method. Acquisi- tion costs comprise the consideration paid either in cash or other assets which are measured at fair value. Transaction costs are recognized as operating expenses. The dierence between the acquisition costs and the fair value of the proportionate interdifference between the acquisition costs and the fair value of the proportionate inter - est in the net assets acquired is recognized as goodwill. Non-controlling interests are recognized in the balance sheet at their acquisition date fair value. Goodwill and changes in the fair value of the net assets are recognized in the assets and liabilities of the acquiree in its functional currency. Intangible assets and goodwill are recog - nized in those cash-generating units that are expected to beneﬁt from the acquisition and/or to generate future cash ﬂows. Shares of the proﬁts continue to be allocated to the non-controlling interests. When calculating cash ﬂow from business combina - tions, the values of the acquired cash and cash equivalents are deducted from the purchase price paid. Divested companies are included in the consolidated ﬁnancial statements until the date of sale and/or loss of control. Companies acquired during the year are included in the consolidated ﬁnancial statements from the acquisition date. The Group wrote put options and acquired call options in connection with the re - maining shares held by the non-controlling shareholders of Alpen International Co., Ltd and Fenix Outdoor Taiwan Ltd. As the Group has not acquired a present owner - ship interest as part of the business combination, the non-controlling interest contin- ues to receive an allocation of proﬁt or loss and is reclassiﬁed as a ﬁnancial liability at each reporting date as if the acquisition took place at that date. Any excess over the reclassiﬁed carrying amount of the non-controlling interest and all subsequent value changes of the ﬁnancial liability are recognized directly in retained earnings. TRANSLATION OF FOREIGN CURRENCY The functional currency of group companies is generally the currency used in the primary economic environment in which they operate. Transactions in foreign cur - rencies are translated at the exchange rate that applied on the transaction date. Ex- change rate gains and losses resulting from such transactions or from the revaluation of foreign currency assets and liabilities at the balance sheet date are recognized in the income statement. Exchange rate recognized in the income statement, TEUR 2023 2022 Exchange rate dierences in Other operating income and OExchange rate differences in Other operating income and Other external expense 54 18 Exchange rate dierences in Financial income and expensesExchange rate differences in Financial income and expenses −2,625 2,260 The ﬁnancial statements of the group’s companies that are reported in foreign cur - rencies are translated into EUR as follows; balance sheet at closing rates at the date of the balance sheet, Equity at historical rates and the income and expenses for each income statement are translated at average exchange rates. The change in accumulated exchange rate dierences from the translation of foreign The change in accumulated exchange rate differences from the translation of foreign companies is reported in other comprehensive income. If the company is sold, or if part of it is sold and control is lost, the cumulative exchange dierences are reclassipart of it is sold and control is lost, the cumulative exchange differences are reclassi - ﬁed to the income statement. Historical rates are recalculated with rates as in the matrix below. Average rate Balance sheet closing rate 2023 2022 2023 2022 EUR/SEK 11.4842 10.6571 11.0960 11.1218 EUR/CHF 0.9712 1.0006 0.9260 0.9847 EUR/USD 1.0826 1.0474 1.1050 1.0666 CHF/SEK 11.8253 10.6503 11.9827 11.2946 REVENUE Revenue is measured excluding trade discounts, returns and VAT. The group sells through a retail network of own stores, online sales and to a network of external retailers. Revenue is recognized at the point in time control of the goods transfers to customers, which for retail customers is when they take possession of the goods at the point-of-sale, to online customers upon shipment, and wholesale customers upon shipment or when the products are delivered, depending on the agreed con - tractual terms. The transaction revenue is determined based on invoiced amounts less anticipated sales returns and discounts. Loyalty points programme The group has, in some companies, loyalty points programs that allows customers to accumulate points that can be redeemed for free products. As the loyalty points give rise to a separate performance obligation a portion of the transaction price is allocated to the loyalty points awarded to customers based on relative stand-alone selling price and recognized as a contract liability until the points are redeemed. The stand-alone selling price is estimated on the likelihood that the customer will redeem the points. Rights of return Certain contracts provide a customer with a right to return the goods within a speciﬁed period. For those contracts the group estimates a refund liability based on the expected return of goods. For the goods that are expected to be returned an expected right of return asset is estimated. INCOME TAX Reported income tax includes tax to be paid or received regarding the current year, adjustments regarding previous years’ current taxes and changes in deferred tax. All tax assets and liabilities are measured at their nominal amount according to the tax regulations based on tax rates that have been enacted, or that have been announced and are substantially enacted. In the case of items reported in the income statement, associated tax eects are also reported in the income statement. The tax eects of associated tax effects are also reported in the income statement. The tax effects of items that are accounted for in other comprehensive income or directly against equi - ty are also reported in other comprehensive income or equity, respectively. Deferred tax is calculated according to the balance sheet method on all temporary dierences tax is calculated according to the balance sheet method on all temporary differences arising between the reported values and the tax values of assets and liabilities. Deferred tax assets relating to incurred loss carry-forwards, or other future tax deductions, are reported to the extent that it is probable that the deduction can be oset against taxable proﬁts in future periods.be offset against taxable proﬁts in future periods. Deferred tax liabilities related to temporary dierences, attributable to investments in subsidiaries, are not reportedtemporary differences, attributable to investments in subsidiaries, are not reported in Fenix Outdoor International AG’s consolidated ﬁnancial statements, as the parent company can control the date of reversal of the temporary dierences and it is not company can control the date of reversal of the temporary differences and it is not considered probable that a reversal will take place within the foreseeable future. INTANGIBLE FIXED ASSETS Goodwill Goodwill is reported at acquisition cost, less accumulated write-downs. Goodwill is allocated to cash generating units for the purpose of impairment testing. NOTE 1 GENERAL INFORMATION BUSINESS ACTIVITY Fenix Outdoor International AG (the parent company) and its subsidiaries (collec- tively, the group) is a group whose business idea is to develop and market highqual- ity, low-weight outdoor products through a selected retail network with a high degree of service to customers with high demands. The group conducts development, production and sales in a large number of subsidiaries throughout Europe, Asia and North America. The parent company is a Swiss Corporation (AG) with its registered oces in offices in Weidstrasse 1a, 6300 Zug, Switzerland, Corporate Identity Number CHE- 206.390.054 and is listed on the Nasdaq OMX Stockholm, Large Cap. ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 31 NOTES Capitalized expenditure for software Expenses for purchased software products, developed or extensively modiﬁed for the group, are capitalized as intangible assets if the economic beneﬁts are likely to exceed the cost beyond one year. Capitalized expenditure for purchased software is amortized over the useful life of the software, but not exceeding four years. The straight-line method of amortization is used for all types of intangible assets. Trademarks Trademark assets have arisen from the acquisition of businesses. The estimated useful life of trademark assets of the Hanwag brand have been estimated at 15 years and the useful life of the Royal Robbins brand has been estimated at 5 years. TANGIBLE FIXED ASSETS Tangible ﬁxed assets are reported at acquisition cost, less depreciation. Expendi- ture for repairs and maintenance is expensed. Tangible ﬁxed assets are depreciated systematically over their estimated useful lifetimes. If applicable, the residual value of the assets is taken into consideration when determining the depreciable amount. The straight-line method of depreciation is used for all types of tangible assets. The following periods of depreciation are applied: Buildings 20–40 years IT / ERP systems 4 years Leasehold improvements 5 years Equipment, tools, ﬁxtures and ﬁttings 3–20 years RIGHT-OF-USE ASSETS The right-of-use assets for lease contracts is depreciated on a straight-line method over the shorter of the asset’s useful life and the length of the lease. IMPAIRMENT OF NON-FINANCIAL ASSETS Assets that have an indeﬁnite useful life are not amortized but are tested annually for impairment. Assets subject to depreciation and amortization are tested for any impairment whenever events or changes in circumstances indicate that the reported carrying amount may not be recoverable. When the carrying amount exceeds the es - timated recoverable amount, the carrying amount is written down to the recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and the asset’s value in use. For the purpose of assessing impairment assets are grouped at the lowest level at which there are separately identiﬁable cash inﬂows (cash-generating units). FINANCIAL INSTRUMENTS Financial assets Financial assets are recognized when the Group becomes a party to the contractual provisions of the instrument. Regular purchases and sales of ﬁnancial assets are rec - ognized on the settlement date. The Group classiﬁes its ﬁnancial assets in the follow- ing categories at amortized cost and at fair value through proﬁt or loss (FVTPL). The classiﬁcation depends on the characteristics of the asset and the business model in which it is held. Financial assets are initially recognized at fair value plus transaction costs for all ﬁnancial assets not carried at fair value through proﬁt or loss and trade receivables, which are recognized at the transaction price. Financial assets carried at fair value through proﬁt or loss are initially recognized at fair value, and transac - tion costs are expensed in the income statement. The fair values of quoted ﬁnancial investments and derivatives are based on quoted market prices or rates. Financial assets at amortized cost Financial assets are classiﬁed as amortized cost if the contractual terms give rise to payments that are solely payments of principal and interest on the principal amount outstanding and the ﬁnancial asset is held in a business model whose objective is to hold ﬁnancial assets in order to collect contractual cash ﬂows. These assets are subsequently measured at amortized cost, minus impairment allowances. Interest income and gains and losses from ﬁnancial assets at amortized cost are recognized in ﬁnancial income using the eective interest method.in ﬁnancial income using the effective interest method. Impairment allowances are determined using the expected credit loss (ECL) model. ECLs are based on the dier ECLs are based on the differ - ence between the contractual cash ﬂows due in accordance with the contract and all the cash ﬂows that the Group expects to receive, discounted at an approximation of the original eective interest rate.the original effective interest rate. For trade receivables the Group applies a simpli - ﬁed approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead determines a loss allowance based on lifetime ECLs at each reporting date . Financial assets at fair value through proﬁt or loss (FVTPL) Derivatives are classiﬁed as held for trading, unless they are designated as hedging instruments for the purpose of hedge accounting. Gains or losses arising from chang - es in the fair values of the FVTPL category are presented in the income statement within ﬁnancial income in the period in which they arise. Dividends are recognized when the right to receive dividends is established. Financial liabilities Financial liabilities are recognized when the Group becomes bound to the contrac - tual obligations of the instrument. Financial liabilities are derecognized when they are extinguished, i.e., when the obligation speciﬁed in the contract is discharged, cancelled or expires. Borrowings Borrowings are initially recognized at fair value, net of transaction costs incurred. These borrowings are subsequently stated at amortized cost. Borrowings are classi - ﬁed as current liabilities unless the Group has an unconditional right to defer settle- ment of the liability for at least 12 months after the balance sheet date. Trade payables Trade payables are recognized initially at fair value and subsequently measured at amortized cost. INVENTORIES Inventories are valued, using the ﬁrst-in, ﬁrst-out method, at the lower of acquisition cost or net realizable value on balance sheet date. For ﬁnished goods manufactured by the Group, the acquisition cost is comprised of the direct manufacturing cost and directly attributable indirect costs. Appropriate write-downs are made for obsoles - cence. For Retail a model is used where goods are written down depending on from which season the products are. In Brands, a margin analysis is made to deﬁne the extent of potential write down requirements. PROVISIONS Provisions are only recorded if the group has a present obligation (legal or construc- tive) to third parties that will lead to a probable outﬂow of resources and if the obligation can be reliably estimated. Existing provisions are reassessed at least every balance sheet date. PENSION COMMITMENTS Within the Group, there are primarily deﬁned contribution pension plans. A deﬁned contribution pension plan is a pension plan according to which the Group pays ﬁxed contributions to a separate legal entity and has therefore no obligation to pay further contributions. For such plans, the Group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary ba - sis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognized as pension costs in the period during which they arise. CONTINGENT LIABILITIES A contingent liability is reported when there is a possible obligation that is attribut- able to events that have occurred and whose existence is conﬁrmed only by one or several uncertain future events, or when there is an obligation that is not reported as a liability or provision as it is unlikely that an outﬂow of resources will be required. CASH FLOW STATEMENT The cash ﬂow statement has been prepared using the indirect method. LEASES The Group applies the short-term lease recognition exemption to its short-term leases, those leases that have a lease term of 12 months or less from the commence - ment date. It also applies the lease of low-value assets recognition exemption to leas- es that are considered of low value, below TEUR 5. Lease payments on short-term leases and leases of low-value assets are recognized as expenses over the lease term. At the commencement date of a lease, the group recognises lease liabilities for the present value of future ﬁxed lease payments and recognises corresponding right-of- use assets. The interest paid on lease liabilities is reported as operating cashﬂow, whereas the repayment of lease liabilities is presented as a ﬁnancing cash outﬂow. 32 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 3 SIGNIFICANT ESTIMATES AND JUDGEMENTS The preparation of ﬁnancial statements in accordance with IFRS Accounting Stan- dards requires signiﬁcant judgments and accounting estimates to be made by manage- ment regarding the future, which aect the reported amounts of assets and liabilities ment regarding the future, which affect the reported amounts of assets and liabilities on the balance sheet date. Income and expenses are also aected by the estimates. Income and expenses are also affected by the estimates. The actual outcome can dier from the estimates made.The actual outcome can differ from the estimates made. The signiﬁcant estimates that have been made are presented below. Estimates TESTING OF GOODWILL FOR IMPAIRMENT The value of the group’s goodwill is tested each year. In conjunction with this assess- ment, usually the value in use is calculated with a discounted cash ﬂow model. Certain assumptions required to be made in such a valuation, such as forecast of free cash ﬂows, growth rates and discount rates have material impact on the result of the valua - tion. Refer also to Note 10. VALUATION OF INVENTORY Continuous controls are undertaken to identify and determine the amount of any obso- lescence in the inventory. An individual assessment is made to the largest possible ex- tent. In Retail, a model is used where goods are written down depending on from which season the products are. In Brands, a margin analysis is made to deﬁne the extent of potential write-down requirements. TAX Current income taxes are calculated on the basis of the net proﬁt for the ﬁscal year. The actual amount of income taxes may dier from the amount that was calculated The actual amount of income taxes may differ from the amount that was calculated initially due to the ﬁnal tax assessment being ﬁnalized several years after the end of the reporting period. Osetting risks are individually identiﬁed and assessed, and the correporting period. Offsetting risks are individually identiﬁed and assessed, and the cor - responding provisions are recorded if necessary. Deferred tax assets are recorded on the basis of estimated future proﬁts. The underlying forecasts cover a period of up to ﬁve years and include tax planning opportunities. Deferred tax assets are only reported to the extent it is probable that these will result in lower tax payments in the future. NOTE 4 SEGMENT REPORTING SEGMENT REPORTING Operating segments are reported as in the internal reporting to the Board of Directors, who are also deﬁned as the Chief Operating Decision Maker of the group. The Chief Operating Decision Maker is responsible for the allocation of resources and the assess - ment of the proﬁt from the operating segments. The group is organized in three business segments: Brands, Global sales and Frilufts. • Brands includes the brands Fjällräven, Tierra, Hanwag and Royal Robbins. It also includes Brandretail (Brand Online sales and Brand Retailshops) and distribution companies concentrated on sales of only one brand. • Global Sales includes distribution companies selling more than one Fenix brand. • In Frilufts, the retailers Naturkompaniet AB, Naturkompaniet AS, Partioaitta Oy, Fri - luftsland A/S, Trekkitt, Exist and Globetrotter Ausrüstung GmbH are included. The three business segments are supported by common functions for management, CSR/CSO, ﬁnance, HR, IT and logistics. NEW OR REVISED STANDARDS APPLIED BY THE GROUP Standards that have been adopted as of 1 January 2023. A number of pronouncements have become eective for ﬁnancial year beginning 1 A number of pronouncements have become effective for ﬁnancial year beginning 1 January 2023 and have been applied in the preparation of this ﬁnancial report. The eect is not material for the Group.effect is not material for the Group. The Group has, however, made some changes to the disclosure of the accounting policy information based on the amendment in IAS 1. The Group has also applied the exception to recognizing and discounting in - formation about deferred tax assets and liabilities related to Pillar Two income taxes (amendment to IAS 12 income taxes). Future changes in IFRS Accounting Standards The Group has not early adopted any standards, interpretations or amendments that have been issued but not yet eective.have been issued but not yet effective. No changes in IFRS Accounting Standards that have not yet come into eect are No changes in IFRS Accounting Standards that have not yet come into effect are expected to have a signiﬁcant eect on the Group.expected to have a signiﬁcant effect on the Group. External Sales per segment, MEUR 2023 2022 Brands 198.3 206.0 Global Sales 188.5 205.5 Frilufts 352.1 347.7 Common 0.6 0.0 Group 739.4 759.2 EBITDA per segment, MEUR 2023 2022 Brands 53.0 72.9 Global Sales) 27.9 33.3 Frilufts 30.7 35.0 Common 2.0 −2.6 Group 113.7 138.6 Operating proﬁt per segment, MEUR 2023 2022 Brands 38.0 58.7 Global Sales) 25.7 31.0 Frilufts 0.4 6.4 Common −9.2 −12.6 Group 55.0 83.5 The negative result in Common mainly comes from central costs for administration. ) Segment Global Sales EBITDA and Operating Proﬁt including MEUR 1.2 (MEUR 0.4) as result from participating in joint venture accounted for by the equity method. Capital Expenditures per segment, MEUR 2023 2022 Brands 7.8 7.3 Global Sales 1.1 1.1 Frilufts 3.7 6.9 Common 14.4 11.8 Group 27.0 27.1 Depreciation and amortization per segment, MEUR 2023 2022 Brands –15.0 −14.3 Global Sales −2.2 −2.3 Frilufts –30.3 −28.7 Common –11.2 −10.0 Group –58.7 −55.2 Net sales per geographic market, MEUR 2023 2022 Switzerland 11.4 11.2 Sweden 85.3 93.0 Other Nordic countries 96.0 102.2 Germany 261.7 261.3 Benelux 28.1 30.4 Other Europe 82.6 82.0 Americas 135.2 135.8 Other markets 39.2 43.4 Total 739.4 759.2 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 33 NOTES NOTE 5 PERSONNEL EXPENSES Full-time average number of employees 2023 2022 Number of employees Of whom men Number of employees Of whom men Sweden 582 256 523 237 Norway 128 52 48 29 Denmark 110 63 109 68 Finland 147 55 144 48 Estonia - - 34 7 Germany 1,097 625 1,109 646 Austria 6 4 6 4 Holland 91 61 95 57 England 45 31 48 35 Switzerland 21 8 12 7 Hungary 78 14 86 71 Americas 461 233 431 224 China 27 11 27 12 Other countries 179 82 166 81 Total, Group 2,972 1,491 2,837 1,516 SALARIES, OTHER REMUNERATION AND SOCIAL SECURITY CONTRIBUTIONS Employee beneﬁts expense, TEUR 2023 2022 Wages and salaries 119,240 109,317 Share-based payments - - Social security costs 22,926 24,031 Pension cost 6,559 5,383 Other personnel costs 5,677 6,917 154,401 145,648 The Group has received TEUR 0 (TEUR: 57) in wage compensation from various local governments. 2023 Gross salary Beneﬁts and other remunera - tions Pension contribu- tions Total ﬁxed compensa - tion Executive chairman 721 36 7 763 President 432 64 - 496 Other Senior Executives and Susanne Nordin 1,504 187 268 1,958 Total 2,657 286 274 3,218 Intangible, tangible and right-of-use assets per market, MEUR 2023 2022 Switzerland 4.9 1.1 Sweden 38.2 40.7 Other Nordic countries 28.7 20.5 Germany 125.2 119.8 Benelux 6.3 6.2 Other Europe 14.0 11.9 Americas 39.9 41.0 Other markets 2.4 4.9 Total 259.6 246.1 2022 Gross salary Beneﬁts and other remunera - tions Pension contribu- tions Total ﬁxed compensa - tion Executive chairman 500 30 6 536 President 420 62 - 482 Other Senior Executives and Susanne Nordin 1,366 44 273 1,690 Total 2,286 136 279 2,708 2023 2022 Total Of whom men Total Of whom men President and other Senior Executives 7 6 6 5 In addition to the ﬁxed compensation, the senior executives are also eligible to receive variable compensation, which is based on sales and proﬁtability targets. For senior executives, variable remuneration is a maximum of 50 percent of the basic annual salary. Except for the Executive Chairman and Susanne Nordin, no variable compensation is oered to the Board of Directors.compensation is offered to the Board of Directors. NOTE 6 OTHER OPERATING INCOME Other operation income 2023 2022 Exchange rate dierencesExchange rate differences 54 18 Royalty and licensing income 167 160 Franchise income 28 34 Marketing contribution 3,490 3,290 Other ) 6,981 7,403 Total 10,720 10,905 ) Other mainly refer to resolving of maintenance accruals, expired gift cards, gains from sales of tangible assets and insurance compensations. NOTE 7 INVESTMENTS JOINT VENTURES The Group’s interest in Jiang Su Fenix is accounted for using the equity method in the consolidated ﬁnancial statements. The company sells Fenix Outdoor brands in the Chinese market through Fjällräven shop in shops and through online channels. Investments in joint venture 2023 2022 At beginning of the year 3,456 3,306 Share of equity change, excluding dividends 1,224 427 Translation dierenceranslation difference 51 −277 Closing balance 4,731 3,456 Carrying amount Country Participating interest 2023 2022 Jiang Su Fenix China 50%50 % 4,731 3,456 34 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES Summarised balance sheet 2023 2022 Fixed assets 29 529 Inventories 4,191 6,069 Other short term receivables 3,528 1,729 Cash and cash balances 5,716 2,021 Current liabilities −4,003 −3,436 Net assets 9,462 6,912 Reconciliation to carrying amounts 2023 2022 Opening net assets 1 January 6,912 6 ,611 Operating proﬁt 3,654 729 Financial result 1 −49 Tax -1,012 −132 Other comprehensive result -93 −247 Closing net assets 9,462 6,912 Group's share in % 50%50 % 50%50 % Group's share in CU 4,731 3,456 Goodwill - - Carrying amount 4,731 3,456 NOTE 8 FINANCIAL INCOME AND EXPENSES Financial income 2023 2022 Interest income 1,014 −156 Exchange rate dierencesExchange rate differences - 2,259 Total 1,014 2,104 Financial expenses 2023 2022 Interest expenses −2,564 −669 Result from Sale of business) −1,093 - Interest expenses for lease contracts −2,284 −2,133 Exchange rate dierencesExchange rate differences −2,466 - Other ﬁnancial expenses −13 −2 Total −8,420 −2,804 ) See also note 32. NOTE 9 TAX 2023 2022 Current tax: Current tax on proﬁts for the year –16,812 −24,391 Adjustments in respect of prior years –211 −214 Total current tax –17,023 −24,605 Deferred tax: Origination and reversal of temporary dierencesOrigination and reversal of temporary differences 1,419 2,759 Impact of change in the local tax rate - - Total deferred tax 1,419 2,759 Income tax expense –15,604 −21,846 The tax on the group’s proﬁt before tax diers from the theoretical amount that The tax on the group’s proﬁt before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to proﬁts of the consoli - dated entities as follows: 2023 2022 Proﬁt before tax 47,574 82,773 Tax calculated at domestic tax rates applicable to proﬁts in the respective countries –13,570 −17,807 Tax eects of:ax effects of: - Income not subject to tax 7,232 255 - Expenses not deductible for tax purposes –1,827 −1,127 - Utilisation of previously unrecognized tax losses - 65 - Tax losses for which no deferred income tax assets was recognized −7,228 −3,018 Adjustment in respect of prior years –211 −214 Tax charge –15,604 −21,846 The eective tax rate was 32,8% (26.4 %).The effective tax rate was 32,8% (26.4 %). Deferred tax assets 2023 2022 Temporary dierences regarding inventoriesemporary differences regarding inventories 5,989 5,711 Temporary dierences between book value and tax emporary differences between book value and tax value on other assets and liabilities 1,264 1,045 Loss carry-forwards 8,546 4,727 Reported deferred tax assets 15,799 11,483 Total unused tax losses amounted to TEUR 96,378 (TEUR: 67,029). The majority of tax losses can be carried forward indeﬁnitely. Tax losses for which no deferred tax assets has been recognized amounted TEUR 57,292 (TEUR: 52,340) which have a potential tax beneﬁt of TEUR 15,722 (TEUR: 16,105). The tax losses are not recog - nized as deferred tax as forecasted not probably to be usable for the Group within a reliable forecast period. Deferred tax liabilities 2023 2022 Temporary dierences regarding inventoriesemporary differences regarding inventories 601 1,162 Temporary dierences regarding untaxed reseremporary differences regarding untaxed reserves 7,215 8,711 Reported deferred tax liabilities 7,816 9,874 NOTE 10 INTANGIBLE FIXED ASSETS Capitalised expenditure for computer software 2023 2022 Opening acquisition cost 46,066 44,876 Sales and disposals −2,265 - Transfer of classes ) 9,848 4,243 Translation dierencesranslation differences 92 −3,054 Closing acquisition cost 53,741 46,066 Opening amortisation −36,475 −32,626 Amortisation for the year –7,572 −6,287 Sales and disposals 2,238 - Translation dierencesranslation differences −336 2,439 Closing amortisation −42,145 −36,475 Closing balance 11,598 9,591 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 35 NOTES Installation in progress) 2023 2022 Opening acquisition cost 8,923 8,248 Purchases Installation in progress 5,501 5,564 Transfer of classes ) −9,848 −4,243 Translation dierencesranslation differences 21 −646 Closing balance 4,595 8,923 Trademarks 2023 2022 Opening acquisition cost 8,936 11,225 Assets held for sale - −2,299 Translation dierencesranslation differences –50 10 Closing acquisition cost 8,886 8,936 Opening amortisation and writedown –6 821 −8,955 Amortisation for the year –456 -167 Writedown of the year ) −589 - Transfer of classes - 24 Assets held for sale - 2,299 Translation dierencesranslation differences 953 −21 Closing amortisation and writedown – 6,913 −6,821 Closing balance 1,973 2,115 Goodwill 2023 2022 Opening acquisition cost 28,547 29,010 Purchase through acquisition of subsidiary 1,135 - Sales and disposals ) −332 - Translation dierencesranslation differences 65 −463 Closing acquisition cost 29,415 28,547 Opening amortisation and write-downs −2,117 −2,128 Translation dierencesranslation differences −885 10 Closing amortisation and write-downs −3,003 −2,117 Closing balance 26,412 26,430 Total intangible ﬁxed assets 44,578 47,058 ) The Group has ﬁnished several implementations during the year reported as transfer of classes. Those implementations mainly consist of new investments in IT infrastructure. **) At end of 2023 there was a writedown of part of the value of the lossmaking trademark Royal Robbins. ) Sales of business - Primus, see also note 32. Speciﬁcation of Goodwill 2023 2022 Brands 3,018 4,234 Frilufts 20,481 19,291 Global sales 2,913 2,905 Book value 26,412 26,430 The main change in goodwill attributable to purchase of Exist AS and sale of Primus, see also note 32. The recoverable amount of the Group’s goodwill is determined annually by means of an impairment test. As part of this assessment, the estimated value in use of the cash generating units (same as reported segment) is calculated by discounting future cash ﬂows that have been estimated on the basis of an internal assessment of the coming ﬁve years, after which an annual growth of 2.00% (0.00 %) is assumed. The internal assessment is based on historical income and expense trends, with adjust - ments made for any changes in circumstances, the competitive situation, etc., as deemed suitable by Group management. The discount rate applied is equivalent to the required return on the market, the risk free rate and the relevant Beta variables. The discount factor is calculated using a pre-tax weighted average cost of capital (WACC) model. The discount rates for each cash generating units used for 2023 is 8% (for 2022 discount rate between 7.5 % - 10.2 % was used). The impairment tests are related to dierences in the local risk rate.are related to differences in the local risk rate. The impairment tests for the year have indicated that no impairment of goodwill or trademarks are necessary. NOTE 11 TANGIBLE FIXED ASSETS Land, buildings and land improvement 2023 2022 Opening acquisition cost 36,457 34,637 Purchases 1,826 2,199 Sales and disposals −26 −122 Transfer of classes - −41 Assets held for sale - −205 Translation dierencesranslation differences –63 −10 Closing acquisition cost 38,193 36,457 Opening depreciation –7,385 −6,154 Amortisation for the year –1,826 −1,536 Sales and disposals 26 95 Transfer of classes - 25 Assets held for sale - 160 Translation dierencesranslation differences 56 25 Closing depreciation −9,129 −7,385 Closing balance 29,064 29,072 Cost of leasehold improvements 2023 2022 Opening acquisition cost 74,741 67,393 Purchases 6,841 6,772 Purchase through acqusition of subsidiary 15 - Sales and disposals –3,273 −262 Transfer of classes 45 199 Translation dierencesranslation differences –920 639 Closing acquisition cost 77,448 74,741 Opening depreciation –55,333 −46,127 Depreciation for the year –7,072 −6,956 Sales and disposals 3,155 259 Transfer of classes - −193 Translation dierencesranslation differences 628 −315 Closing depreciation −56,621 −53,333 Closing balance 20,828 21,408 36 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES Equipment, tools, ﬁxtures and ﬁttings 2023 2022 Opening acquisition cost 62,711 59,657 Purchases 6,021 7,015 Purchase through acquisition of subsidiary 44 - Sales and disposals −4,269 −1,221 Transfer of classes 12,732 107 Assets held for sale - −1,728 Translation dierencesranslation differences –97 −1,119 Closing acquisition cost 77,141 62,711 Opening depreciation –40,639 −37,323 Depreciation for the year −6,981 −6,287 Sales and disposals 3,946 538 Transfer of classes 54 169 Assets held for sale - 1,488 Translation dierencesranslation differences −9 777 Closing depreciation -43,629 −40,639 Closing balance 33,512 22,072 Constructions in progress ) 2023 2022 Opening aquisition cost 7,295 2,064 Purchases 7,224 5,501 Transfer of classes −13,262 −266 Translation dierencesranslation differences –51 −5 Closing balance 1,206 7,295 Total tangible ﬁxed assets 84,610 79,487 ) The Group has ﬁnished new constructions during the year. The ﬁnalizing of new constructions is reported as transfer of classes, whereof investment in warehouse is most signiﬁcant. No material acquisitions have been ﬁnanced through leasing or instalment plans or remain unpaid at the reporting date. NOTE 12 RIGHT OF USE ASSETS Rental contracts are typically made for 3 months up to 10 years, depending on leas- ing object and market circumstances. Rental contracts may have extension options and variable lease payments. Rental contracts are for vehicles, equipment, oces, Rental contracts are for vehicles, equipment, offices, warehouses and retail stores. Lease extensions are included as right-of-use assets and liabilities if the Group is reasonably certain to extend the contract at contract inception. Most extension options of oces and vehicles leases are not included in the lease Most extension options of offices and vehicles leases are not included in the lease liability, as the group can replace the assets without signiﬁcant cost or business disruption. During 2023 the Group has added new lease contracts, the most signiﬁcant are for new stores in Switzerland and Norway. The total cash ﬂow for leasing agreements including payment of lease liabilities, interest and payments for low and short term leases in 2023 was TEUR -38,850 (TEUR: -36,077). 2023 Brands Frilufts Global sales Common Total Right-of-use assets 30,294 98,143 1,365 628 130,430 Lease liabilities −32,569 −99,475 −1,324 −501 −133,870 Leases and right-of use assets aected P&Lassets affected P&L Brands Frilufts Global sales Common Total Depreciation −8,963 −23,233 −1,195 −830 −34,221 Interest cost −776 −1,469 −24 −15 −2,284 Short term lease cost −28 −27 −33 −16 −104 Low value lease cost - - −5 −3 −8 Right-of-use assets divided to Asset class Brands Frilufts Global sales Common Total Stores and warehouse 28,849 97,796 780 86 127,466 OcesOffices 901 104 374 321 1,700 Oce equipments and Office equipments and vehicles 544 243 211 221 1,219 Sum right-of-use assets 30,294 98,143 1,365 628 130,430 Depreciation on right- of-use assets divided to Asset class Brands Frilufts Global sales Common Total Stores and warehouse −8,021 −22,506 −772 −82 −31,381 OcesOffices −586 −409 −186 −604 −1,785 Oce equipments and Office equipments and vehicles −356 −317 −237 −145 −1,055 Sum Depreciation –8,963 –23,233 –1,195 –830 –34,221 Brands Frilufts Global sales Common Total Opening balance 29,517 86,921 1,536 1,184 119,158 Additions 10,548 34,684 1,029 319 46,581 Reclass and cancelled –371 –1,889 –697 –106 –3,062 Translation dierencesranslation differences –437 1,660 691 61 1,975 Depreciation –8,963 –23,233 –1,195 –830 –34,221 Closing balance 30,294 98,143 1,365 628 130,430 2022 Brands Frilufts Global sales Common Total Right-of-use assets 29,517 86,921 1,536 1,184 119,158 Lease liabilities –31,539 –88,586 –1,500 –1,077 –122,701 Leases and right-of use assets aected P&Lassets affected P&L Brands Frilufts Global sales Common Total Depreciation –10,024 –21,746 –1,052 –1,097 –33,919 Interest cost –670 –1,410 −29 –24 –2,133 Short term lease cost −171 −63 −12 - −246 Low value lease cost - −1 −4 - −5 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 37 NOTES Right-of-use assets di- vided to Asset class Brands Frilufts Global sales Common Total Stores and warehouse 27,831 86,268 864 104 115,067 Oces 1,143 348 451 907 2,849 Oce equipments and vehicles 542 305 222 173 1,242 Sum right-of-use assets 29,517 86,921 1,536 1,184 119,158 Depreciation on right- of-use assets divided to Asset class Brands Frilufts Global sales Common Total Stores and warehouse –8,937 –21,046 –566 –370 –30,919 Oces –581 –393 –243 –594 –1,812 Oce equipments and vehicles –506 –306 –243 –132 –1,187 Sum Depreciation –10,024 −21,745 −1,052 −1,097 −33,919 Brands Frilufts Global sales Common Total Opening balance 22,743 98,246 2,093 1,942 125,024 Additions 15,368 11,515 590 447 27,919 Assets held for sale –36 - - - –36 Reclass and cancelled –1,630 –381 68 –518 –2,461 Translation dierences 3,096 –713 –162 409 2,630 Depreciation –10,024 –21,746 –1,052 −1,097 −33,919 Closing balance 29,517 86,921 1,536 1,184 119,158 NOTE 13 OTHER NON-CURRENT FINANCIAL ASSETS AND OTHER NON-CURRENT RECEIVABLES Other ﬁnancial assets 2023 2022 Opening fair value 341 424 Assets held for sale - −40 Reclassiﬁed - −43 Closing balance fair values 341 341 Other non-current receivables 2023 2022 Opening 3,628 2,283 Disposals/Repayments –300 −41 Additions ) 6,505 193 Reclassiﬁcation from/to current receivables 357 1,144 Translation dierenceranslation difference –90 49 Closing balance 10,100 3,628 ) Whereof TEUR 6,100 for sale of Primus, see note 32. NOTE 14 INVENTORIES 2023 2022 Goods for resale 261,068 225,971 Raw materials 9,749 16,904 Advance payments to suppliers 1,805 3,674 Total 272,622 246,549 Write-downs have reduced the book value in the Group in an amount of TEUR 11,509 (TEUR 10,024). NOTE 15 ACCOUNTS RECEIVABLES, OTHER RECEIVABLES 2023 2022 Accounts receivables 39,920 43,711 Right of return assets 1,051 1,382 Other receivables) 10,602 10,726 Total 51,573 55,819 ) Other receivables include VAT receivables, receivables at tax account. 2023 2022 Accounts receivable - Trade Gross receivables Expected credit loss Gross receivables Expected credit loss Not yet due 29,537 −29 35,288 −36 Overdue 0-30 days 4,118 −123 4,981 −153 31-60 days 3,297 −318 2,193 −224 61-90 days 1,061 −258 1,171 −285 More than 90 days 4,648 −2,014 2,839 −2,064 Total 42,661 −2,741 46,473 −2,761 2023 2022 Opening loss allowance −2,761 −2,748 Change in loss allowance recognized in proﬁt and loss during the year −106 −1,128 Receivables written o during the year Receivables written off during the year as uncollectible 126 1,114 Closing loss allowance −2,741 −2,761 NOTE 16 CUSTOMER CONTRACT BALANCES Customer contract balance 2023 2022 Right of return assets 1,051 1,382 Refund liabilities from Rights of return −2,537 −2,743 Accounts receivables 39,920 43,711 Advance payments from customers and Gift Cards −14,315 −13,162 Loyalty points −3,023 −3,242 Total 21,096 25,946 NOTE 17 PREPAID EXPENSES AND ACCRUED INCOME 2023 2022 Advertising expenses 559 201 Licensing income 9 9 Leases charges 722 570 Accrued interest income for non-current receivable 318 - Insurance premiums 393 254 Other items ) 5,168 4,820 Total 7,169 5,854 ) Other items contains variable positions, each of low values. 38 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 18 EMPLOYEE BENEFITS 2023 2022 Endowment insurance with pension-commitments Pension commitments in funds 709 632 Total 709 632 2023 2022 Opening balance 632 1,088 Included in the income statement: Current service cost 211 16 Past service cost and gains and loss on settlements -5 - Interest cost and income 31 12 Taxes and administrative expenses 23 22 Total included in the income statement 260 50 Remeasurements: Return on plan assets excluding amounts in interest expense and income −19 −242 Actuarial gains and losses arising from changes in demographic assumptions −3 6 Actuarial gains and losses arising from changes in ﬁnancial assumptions 138 −241 Experience gains and losses −54 130 Total Remeasurments 62 −347 Other changes Contributions and payments from Employers −165 −80 Payments from plans: −14 - Beneﬁt payments −9 −20 Translation dierencesranslation differences 57 -59 Sum of Other changes −245 −159 Closing balance 709 632 Within the group there are both deﬁned contribution and deﬁned beneﬁt pension plans. For deﬁned contribution plans and for pension plans in Alecta, the premiums referring to the year are reported as the year´s expenses. The extent of deﬁned ben - eﬁt plans in the group, Alecta excluded, is very limited. The group report deﬁned beneﬁt pensions in Norway, Germany and Switzerland. Life expectancy assumptions are based on public statistics and experience from mortal - ity surveys in each country and are determined in consultation with actuaries. The principal assumptions used in determining pension plans are shown below: 2023 2022 Discount rate: Switzerland pension plan 1.50 % 2.25 % Germany pension plan 3.85 % 3.35 % Norway pension plan 3.00 % 1.90 % Future salary increase: Switzerland pension plan 2.00 % 2.00 % Germany pension plan 0.00 % 0.00 % Norway pension plan 3.50 % 2.75 % NOTE 19 OTHER NON-CURRENT PROVISIONS Warranty provision 2023 2022 Opening balance 383 415 Additional provisions during the year 42 42 Used warranty provision −42 −74 Translation dierencesranslation differences −1 −1 Total warranty provision 383 383 Other provisions Opening balances 2,635 1,749 Additional provisions 1,235 1,560 Used other provisions −997 −677 Translation dierencesranslation differences −275 3 Total Other provisions 2,598 2,635 Total Other non-current provisions 2,981 3,017 The warranty provision is based on commitments which had not been terminated as per balance sheet date. The calculation of the amount is based on previous experi - ence. The Other provisions contains mainly of dismantling and restoring provision for rented shops. The actual future cost will be based on the need for restoring when leaving the store after contract end. Present value funded obligations 2023 2022 Norway 1,343 1,379 Switzerland 1,352 884 Germany 856 1,418 3,550 3,681 Fair value of plan assets 2023 2022 Norway –1,210 –1,329 Switzerland –1,057 –543 Germany –574 –1,176 Fair value of plan assets –2,841 –3,049 Liability in the balance sheet 709 632 Pensions beneﬁt plans per country 2023 2022 Norway 133 50 Switzerland 295 241 Germany 282 341 709 632 For Switzerland (the most signiﬁcant beneﬁt plans) a quantitative sensitivity analysis for one assumption as at 31 December is as shown below. Assumptions for Switzerland pensions plan: Discount rate: 2023 2022 0.25% increase –18 –21 0.25% decrease 13 17 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 39 NOTES NOTE 20 INTEREST-BEARING LIABILITIES Long term liabilities 2023 2022 Lease liabilities 102,049 91,334 Liabilities to credit institutions ) 36,425 18,000 Total long term liabilities 138,474 109,334 Short term liabilities 2023 2022 Lease liabilities 31,821 31,367 Liabilities to credit institutions ) 35,204 9,000 Total short term liabilities 67,025 40,367 Total interest-bearing liabilities 205,499 149,702 Interest-bearing liabilities 2023 2022 Opening interest-bearing liabilities 149,702 163,962 Borrowings 101,460 - Additions of new leases/remeasurements/cancellation 46,581 28,583 Repaid borrowings −59,743 −8,749 Repaid lease liabilities −34,397 −33,693 Liabilities directly associated with assets held for sale - −50 Translation dierences for leasesranslation differences for leases −1,015 22 Translation dierencesranslation differences 2,911 −373 Closing balance 205,499 149,702 ) As per 2023-12-31 and per 2022-12-31 the Group had a 64,000 TEUR 3 years revolving facility, whereof TEUR 30,000 was used per 2023-12-31 (nothing was used per 2022-12-31). The Group also had a loan that fall due during four years from Svensk Exportkredit of TEUR 41,629 (TEUR 27,000), whereof TEUR 36,425 (TEUR 18,000) was long term. NOTE 21 OTHER CURRENT LIABILITIES Other current liabilities 2023 2022 Accounts payable trade 34,652 33,900 Advance payments from customers 14,315 13,162 Refund liabilities 2,537 2,743 Other liabilities ) 15,783 16,966 Total Other current liabilities 67,286 66,771 ) Other liabilities mainly related to VAT liabilities and put option liabilities (for Alpen International Ltd and Fenix Outdoor Taiwan Co Ltd). NOTE 22 ACCRUED EXPENSES Accrued expenses 2023 2022 Holiday pay and salary liabilities 11,055 9,669 Accrued social security contributions 2,974 2,691 Accrued interest cost 323 280 Accrued loyalty points to customers 3,023 3,242 Other items 19,504 15,199 Total 36,879 31,081 NOTE 23 PLEDGED ASSETS For interest bearing- and contingent liabilities 2023 2022 Chattels, as corporate mortgages 14,542 15,798 Land and Buildings, as property mortgages 910 908 Total 15,452 16,706 The pledges made per 2023-12-31 are securing leases and guarantees of TEUR 2,517 (TEUR 2,653). NOTE 24 CONTINGENT LIABILITIES 2023 2022 Other contingent liabilities 1,729 1,703 Total 1,729 1,703 None of the above items is expected to impact future cash ﬂows. The group’s contin - gent liabilities primary refer to guarantee commitments to customers authorities and for lease agreements. NOTE 25 ADJUSTMENTS FOR ITEMS NOT INCLUDED IN THE CASH FLOW 2023 2022 Share of equity change in joint venture −1,224 −427 Other items not aecting cash ﬂowOther items not affecting cash ﬂow 844 −5,390 Total −380 −5,817 NOTE 26 FINANCIAL RISK MANAGEMENT Purpose The Fenix Group is exposed to various ﬁnancial risks, primarily comprised of foreign currency exchange risk, interest rate risk and liquidity risk. The Group’s risk man - agement aims to minimize the potential negative eects on ﬁnancial performance. agement aims to minimize the potential negative effects on ﬁnancial performance. Finance and risk management is handled centrally by the Parent Company’s ﬁnance function, in accordance with principles approved by the Board. The main cash hedge positions taken are related to future currency ﬂows. A description of the eects can A description of the effects can be found in Note 28, Hedge accounting. Currency risk Transaction exposure The Group’s companies make and receive payments in dierent currencies and the The Group’s companies make and receive payments in different currencies and the Group is, therefore, exposed to risks with regards to exchange rate ﬂuctuations. This risk is referred to as transaction exposure. The most signiﬁcant aspect of the hedges made is to ﬁx the exchange rate against EUR for purchases made in USD. Company management can decide on hedging up to 12 months of future cash ﬂows, as long as hedge position is in balance with planned order book. Hedging is undertaken by hold - ing liquidity in actual currency and/or making forward contracts. The most important sales currency is EUR, which accounts for approximately 58% (58%) of the Group’s net sales. The Group does not have a signiﬁcant net exposure to foreign exchange rates including the eects from hedging made and thus no sensitivity analysis is rates including the effects from hedging made and thus no sensitivity analysis is disclosed. Translation exposure The Group’s equity is aected by changes in exchange rate when the foreign sub- The Group’s equity is affected by changes in exchange rate when the foreign sub- sidiaries’ balance sheet is translated into EUR. This exposure is not hedged. Interest rate risk The Group’s ﬁnancial result is aected by changes in interest rates.The Group’s ﬁnancial result is affected by changes in interest rates. As per 31 De - cember 2023, all loans are entered into variable interest rates (loan excluding leases amount to TEUR 71,629). An increase in the short-term interest rate of one percent - age should therefore eect the interest cost by TEUR 716 (270).age should therefore effect the interest cost by TEUR 716 (270). Group manage- ment continuously monitors the interest rate market in order to assess any possible changes in the ﬁxed interest terms but given the total volume of loans in relation to the net proﬁt and total assets of the group, the risk is seen as limited. Liquidity risk The Group’s interest-bearing liabilities including leases liabilities amounted to TEUR 205,499 (TEUR: 149,702) at year-end, which is approximately 27.7 (22.2) percent of total assets. As per 31 December 2023, the Group’s interest-bearing liabilities, excluding leases liabilities, was denominated in USD (58%) and EUR (42%). Contractually agreed cash ﬂow of non-derivate ﬁnancial liabilities. 40 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 27 FINANCIAL INSTRUMENTS BY CATEGORY Deﬁnition “level” 1: Quoted market prices, 2: Fair value directly or indirectly observable, 3: Fair value Unobservable. Financial assets 2023 2022 Derivatives designated as hedging instruments Foreign exchange forwards contracts - 424 Financial assets at FVTPL Equity instruments, level 3 341 381 Financial instruments at amortised costs Other non-current receivables 10,100 3,628 Trade receivables 39,920 44,769 Cash and cash equivalents 119,102 81,009 Total ﬁnancial assets 169,463 130,211 Financial liabilities 2023 2022 Derivates not designated as hedging instruments Foreign exchange forward contracts, level 2 −667 - Other ﬁnancial liabilities at amortised cost Put option liabilities for purchase of Alpen International −690 −568 Put option liabilities for purchase of Fenix Outdoor Taiwan −2,307 −2,583 Accounts payable −34,652 −35,195 Refund liabilities −2,537 −2,743 Interest-bearing loans and borrowings –71,629 −27,000 Lease liabilities –133,870 −122,752 Accrued interest −323 −280 Total ﬁnancial liabilities −246,675 −191,121 Fenix Outdoor International AG acquired 2017 Alpen International. The agreement from 2017 includes put/call arrangements for the 25% non-controlling interests, ex - ercisable in the period between 2020 and 2029. The present value of the redemption amount was recognized as a short- and long-term liability and the non-controlling interests were derecognized. In June 2020 16,38 % were exercised. The remaining put option liability is recognized as short term liability, TEUR 690 (TEUR: 568). The position is valued at each quarter closing. From the acquisition of the Taiwanese distributor, 2019, Fenix Outdoor International AG has a right and an obligation through a put and call arrangement, where the price is based on a proﬁt multiple, to acquire the remaining 30% of the company. The exercise period started on 30 June 2022 and ends 30 June 2027. The present value of the redemption was recognized as a long-term liability and the non-controlling in - terests were derecognized. The remaining put option liability are recognized as short term liability, TEUR 2,307 (TEUR: 2,583) and is valued at each quarter closing. Changes in the put options liabilities are recognized in equity. 2023 <6 months <12 months <24 months >24 months Total Accounts payable 34,652 - - - 34,652 Refund liabilities 2,537 - - - 2,537 Other payables – ﬁnancial 2,997 - - - 2,997 Lease liabilities 16,676 15,145 20,953 81,096 133,870 Interest lease liabilities 1,447 2,657 2,019 3,611 9,734 Interest bearing loans 32,602 2,602 5,204 31,221 71,629 Interest payment from loans 1,199 1,043 1,539 1,093 4,874 92,110 21,446 29,715 117,022 260,293 Above lease liabilities > 24 months amount TEUR 81,096 fall due as follows: approxi - mately TEUR 51,933 until > 5 years and TEUR 29,163 after 5 years. 2022 <6 months <12 months <24 months >24 months Total Accounts payable 35,195 - - - 35,195 Refund liabilities 2,743 - - - 2,743 Other payables – ﬁnancial 3,151 - - - 3,151 Lease liabilities 15,909 14,698 25,230 66,864 122,701 Interest lease liabilities 1,007 1,893 1,388 2,063 6,351 Interest bearing loans 4,500 4,500 9,000 9,000 27,000 Interest payment from loans 562 459 614 205 1,840 63,067 21,550 36,232 78,132 198,981 Above lease liabilities > 24 months amount TEUR 66,864 fall due as follows: approxi - mately TEUR 46,035 until > 5 years and TEUR 20,829 after 5 years. Credit risk Client credit risk The group does not have any signiﬁcant concentration of credit risks. The group has established policies to ensure that sales of products are made to clients with a suit - able credit standing. The accounts receivable risk is regarded to be limited, as each separate account is relatively small and the group’s credit policy is restrictive. Financial institutions credit risk Cash and cash equivalents are deposited in major merchant banks, where the credit risk is limited. ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 41 NOTES NOTE 28 HEDGE ACCOUNTING Foreign Exchange Risk The group hedges the major part of its committed purchase orders stated in USD within the coming 12-month period. The reason for the USD hedging mainly being undertaken against EUR is that a major portion of the group’s sales are invoiced in EUR. The group’s primary hedging instrument is currency forwards. The market val - ue of the contracts are reﬂecting the dierence in value between the agreed forward ue of the contracts are reﬂecting the difference in value between the agreed forward rate and the rate of a similar forward as per the closing date, 31 Dec 2023. The fair value changes for the forwards, designated in the hedges, are recorded in OCI and taken to equity. The rates of the forwards are used when the goods are accounted into inventory. The eect is thereby transferred from equity to inventor The effect is thereby transferred from equity to inventory value. The eect in the income statement is realized when the goods are sold. The effect in the income statement is realized when the goods are sold. Net outstanding forward agreements 2023 2022 FX Forwards per balance date Purchased TUSD 40,000 21,500 Sold TEUR 36,688 19,847 Rate 1.0903 1.0833 Purchased TUSD - 1,400 Sold TNOK - 12,289 Rate - 8.7779 The market value of outstanding forward agreements per 31 Dec 2023 TEUR −667 (TEUR 424), is reported in full as a change in the hedging reserve under Equity. NOTE 30 TRANSACTIONS WITH RELATED PARTIES DISCLOSURE REGARDING RELATED PARTIES WITH CONTROLLING INFLUENCE The majority shareholder, the Nordin family, controls approximately 85,1% of the voting rights for the company’s shares. Martin Nordin, of the Nordin family, is the Chairman of the Board. Susanne Nordin, of the Nordin family, is a Director of the Board. Details about their total remunerations, including salaries and bonuses, see note 5. Purchases of goods and services from related parties 2023 2022 Purchases of services: Martin Nordin, Rent 10 10 RS Mandate AG (Rolf Schmid), consultant services 84 89 Consilia AB (Ulf Gustafsson), consultant services 72 73 Total 166 172 NOTE 31 TREASURY SHARES As at 31 December 2018, the company itself held 6,700 B-shares. During 2019 the company has repurchased 112,898 B-shares and during 2022 the company has repurchased 12,739 shares. As at 31 December 2022 and 31 December 2023 the company held a total of 132,337 of B-shares. NOTE 32 CHANGES IN GROUP COMPOSITION 2023 Acquisition of Exist AS In June 2023 Naturkompaniet AS, a subsidiary within the Fenix Outdoor group acquired the Norwegian e-commerce site Exist Internet AS and its two subsidiaries Fjellshop AS and Fjellshop Tromso AS, including two stores, one in Lillehammer and one in Tromso. The consideration was in NOK and recalculated to EUR it amounted to TEUR 2,034 and net cash acquired of TEUR 324 resulted in a cash outﬂow of TEUR 1,710. The provisional acquisition resulted in a preliminary goodwill position of TEUR 1,135 and is not expected to be tax deductible. The acquisition has a limited eect on the total ﬁnancial ﬁgures of the Group. effect on the total ﬁnancial ﬁgures of the Group. TEUR Tangible Fixed Assets 54 Inventories 793 Short Term receivables 119 Cash and cash equivalents 324 Total Assets 1,290 Other liabilities –392 Total liabilities –392 Purchased net assets 898 Goodwill arising on acquisition 1,135 Payment –2,034 Purchased cash and cash equivalents 324 Cash outﬂow –1,710 Sale of business - Primus AB In December 2022 Fenix Outdoor signed an agreement to divest Primus AB and its subsidiary Primus Eesti Ou to Silva Sweden AB. Fenix Outdoor will, during a transition period, continue to sell Primus in certain markets, through our Global Sales organiza - tion, the products will also continue to be an obvious part of Frilufts Retail Europe’s product assortment. The divestment of Primus AB and its subsidiary Primus Eesti Ou took place on April 28, 2023. Primus AB and Primus Eesti Ou had EUR as functional currency and was consolidated as a subgroup in Fenix. The sales price amounted to TEUR 6,893, out of which TEUR 3,728 was paid in net of cash as repayment of Group internal loans and payment of salesprice. TEUR 6,100 of the purchase price are reported as Non-current receivables (interest-bearing) as it will be paid according to a payment plan the coming three years, 1/3 of the loan are due 28.04.2025, 28.04.2026 and 28.04.2027. 2023-04-28 2022-12-31 Tangible assets 294 286 Goodwill 332 - Right-of-use assets 30 36 Other non-current ﬁnancial assets 40 40 Deferred tax assets 10 3 Inventory 9,619 11,406 Accounts receivable trade and other receivables 3,391 1,490 Prepaid expenses and accrued income 651 68 Cash and cash equivalents 1,771 - Total assets 16,140 13,329 NOTE 29 CAPITAL MANAGEMENT For the purpose of the Group’s capital management, capital includes issued capital and all other equity reserves attributable to the equity holders of the parent. The group strives to keep a strong equity ratio to secure a high degree of ﬁnancial inde - pendence. The Group includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and short-term deposits. In order to achieve this overall objective, the Group’s capital management, among other things, aims to ensure that it meets ﬁnancial covenants attached to the inter - est-bearing loans. There have been no breaches of the ﬁnancial covenants of any interest-bearing loans and borrowing in the current period. No changes were made in the objectives, policies or processes for managing capital during the years ended 31 December 2023 and 2022. 42 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 35 EVENTS AFTER THE REPORTING PERIOD In March 2024 Fenix Outdoor acquired 30 % of its local Fjällräven Brand Retail partner, Artic Fox s.r.o. It runs six Fjällräven Stores and online business in the Czech Republic and Slovakia. Fenix Outdoor has an option to increase its ownership over time, besides this no events. The transaction is not expected to have any signiﬁcant ﬁnancial eect for the consoliThe transaction is not expected to have any signiﬁcant ﬁnancial effect for the consoli - dated accounts. NOTE 33 OPTION PROGRAM TO SENIOR MANAGERS In 2022 and 2023 an option program to some deﬁnedSenior Managers has been In 2022 and 2023 an option program to some deﬁned Senior Managers has been introduced. 66,000 options,each giving a right to buy one B-share in Fenix Outdoor 66,000 options, each giving a right to buy one B-share in Fenix Outdoor International AG, have been granted. The exercise prices were set to the market price of the share on the days of the grant. The options vest if the person is still employed on such date. If this is not met, the options lapse. For details see below. OPTION PROGRAM Option program 1 Number of options per exercised period Grant date 2022-11-02 Exercise rate SEK 845 Number of options) 22,000 Market value at grant day in TEUR) 566 Exercise period 1 November 2025 7,333 Exercise period 2 November 2026 7,333 Exercise period 3 November 2027 7,334 *) Each giving a right to purchasing 1 B-share of Fenix Outdoor International AG ) The valuation is based on market values and calculated through Black-Scholes model OPTION PROGRAM Option program 2 Number of options per exercised period Grant date 2023-02-27 Exercise rate SEK 953 Number of options) 22,000 Market value at grant day in TEUR) 709 Exercise period 1 February 2027 7,333 Exercise period 2 February 2028 7,333 Exercise period 3 February 2029 7,334 ) Each giving a right to purchasing 1 B-share of Fenix Outdoor International AG ) The valuation is based on market values and calculated through Black-Scholes model Deferred tax liabilities 6 11 Non-current lease liabilities 13 14 Other current liabilities 7,487 1,462 Current lease liabilities - 37 Current tax liabilities 425 298 Accrued expenses and deferred income 223 413 Total liabilities 8,153 2,233 Net assets disposed of 7,986 11,507 Salesprice 6,893 Loss recognised in Financial income P/L −1,093 Sales proceeds Sales price 6,893 Sales price as Non-current receivables 6,100 Short term liability for reduction of sales price 96 Received part of sales price 793 Cash disposed of −1,771 Settlements of loans to Primus 4,610 Cash ﬂow from Sale of business 3,632 OPTION PROGRAM Option program 3 Number of options per exercised period Grant date 2023-03-20 Exercise rate SEK 834 Number of options*) 22,000 Market value at grant day in TEUR) 676 Exercise period 1 March 2028 7,333 Exercise period 2 March 2029 7,333 Exercise period 3 March 2030 7,334 ) Each giving a right to purchasing 1 B-share of Fenix Outdoor International AG ) The valuation is based on market values and calculated through Black-Scholes model 34 EARNINGS PER SHARE Earnings per share is calculated by dividing the proﬁt for the year attributable to ordi- nary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted earnings per share is calculated by dividing the proﬁt attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus weighted average of the number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. 2023 2022 Proﬁt attributable to ordinary equity holders of the parent company 31,572 60,585 Weighted average number of ordinary shares: A-shares 24,000,000 24,000,000 B-shares 10,927,663 10,932,956 Weighted eects of dilution from Share options calculated for part of the year from eighted effects of dilution from Share options calculated for part of the year from Grant date B-shares 60,500 3,667 Weighted average number of ordinary shares adjusted for the eects of dilution:y shares adjusted for the effects of dilution: A-shares 24,000,000 24,000,000 B-shares 10,988,163 10,936,623 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 43 NOTES NOTE 36 PARTICIPATIONS IN SUBSIDIARIES Subsidiary Corporate Identity Number Registered ocesRegistered offices Number of shares Share of equity Alpen International Co Ltd 110111-46955495 Seoul 210,285 91%91 % Fenix Outdoor AB 556110-6310 Örnsköldsvik 13,273,731 100%100 % AB Raven Incorporate (Inc) 556603-5662 Örnsköldsvik 1,000 100%100 % Brunton Inc. 27-1437119 Denver 100 100%100 % Fenix Outdoor Import LLC 27-2473714 Riverton 1 100%100 % Bus Sport AG CH-320.3.032.659-8 Buchs 100 100%100 % Fenix Outdoor Austria Italy GmbH FN387475t Innsbruck 1 100%100 % Fenix Outdoor Benelux BV 69763208 Almere 1 100%100 % Fenix Outdoor Import Canada BC1158235 British Columbia 100 100%100 % Fenix Outdoor Danmark ApS 25894383 Århus 1 100%100 % Fenix Outdoor Finland Oy 1068339-4 Helsingfors 100 100%100 % Fenix Outdoor Import AS 916 145 578 Lillehammer 100 100%100 % Fenix Outdoor Norge A/S 920 417 280 Lillehammer 100 100%100 % Fenix Outdoor s.r.o, Czech 6484212 Praha 1 100%100 % Fenix Outdoor s.r.o, Slovakia 51435608 Bratislawa 2 100%100 % Fjällräven AB 556605-9795 Örnsköldsvik 1,000 100%100 % Fjällräven B.V. 24251858 Almere 140 100%100 % Fenix Epic BV 57902585 Almere 1 100%100 % Fenix Outdoor Import BV 34127188 Almere 400 100%100 % Fjällräven Canada Retail Inc BC0997845 British Columbia 100 100%100 % Fenix Outdoor Logistics B V 64755177 Amsterdam 40 100%100 % Fenix Outdoor Logistics GmbH HRB12963 Ludwigslust 1 100%100 % Fjällräven International AB 556725-7471 Örnsköldsvik 1,000 100%100 % Fjällräven GmbH HRB56169 München 1 100%100 % Hanwag GmbH HRB153419 Vierkirchen 1 100%100 % Hanwag Sales GmbH GRB220690 Vierkirchen 1 100%100 % Progress Kft 09-09-000101 Kinizsi 1 100%100 % Fenix Emerging Markets GmbH HRB182742 Vierkirchen 1 100%100 % Fjällräven Sverige AB 556413-5548 Örnsköldsvik 100 100%100 % Fenix Outdoor E-com AB 556080-3362 Örnsköldsvik 6,080 100%100 % Fjällräven USA LLc 27-0611578 NY 1 100%100 % Fenix USA Retail US 38-3937088 Denver 1 100%100 % Fjällräven Wholesale Canada inc BC1158256 British Columbia 100 100%100 % Friluftsbolaget Ekelund & Sagner AB 556543-0229 Örnsköldsvik 1,294,000 100%100 % Jiangsu Leader Outdoor Technology Development Company Limited 91321000694454655G Yangzhou 1 100%100 % Fenix Outdoor UK Ltd 2091967 Gosport 10,000 100%100 % Tierra Products AB 556095-1526 Örnsköldsvik 1,010 100%100 % Fenix Outdoor Common Service AB 556018-8392 Örnsköldsvik 800 100%100 % Fenix Outdoor Common GmbH HRB 185 112 100%100 % Fenix Outdoor Brand Retail AG CHE-115.678.335 Zug 100 100%100 % Fenix Outdoor Import Asia 66355568 Hong Kong 1 100%100 % Fenix Outdoor Asia 62384460 Hong Kong 1 100% Fenix Outdoor Taiwan Co. Ltd 82808707 Taipei City 5,000,000 70% Fenix Outdoor Pasiﬁc Asia Paciﬁc ptc Ltd 202012641H Singapore 10,000 100%100 % Fenix Outdoor R&D and CSR AG CHE-145.043.963 Luzern 100 100% Frilufts Retail Europe AB 556788-3375 Örnsköldsvik 13,250,000 100%100 % Friluftsland A/S 76470316 Copenhagen 5,000 100%100 % Globetrotter GmbH HRB23422 Hamburg 38 100%100 % Naturkompaniet AB 556433-7037 Örnsköldsvik 8,835,528 100%100 % Naturkompaniet AS 912912 893030893 030 Lillehammer 100 100%100 % Exist Internet AS 982191939982 191 939 Lillehammer 10,000 100%100 % Fjellshop AS 918983015918 983 015 Lillehammer 30,000 100%100 % Fjellshop Tromso AS 927830140927 830 140 Lillehammer 30,000 100%100 % Frilufts Service GmbH HRB 14856 Hamburg 25,000 100 % Partioaitta Oy 0201830-0 Helsingfors 94,285 100%100 % Trekit Holding Ltd 13096750 Hereford 2,200 100%100 % Trekit Hereford Ltd 05668115 Hereford 1,100 100%100 % RR Acquisition Corporation C3596965 Delaware 736,263 100%100 % Royal Robbins LLC 201221310331201 221 310 331 Delaware 1,000 100%100 % Royal Robbins Hong Kong Limited 18874761 887 476 Hong Kong 100 100%100 % RR Canada Inc 450672910450 672 910 Montreal 1 100% (Operating companies marked in bold) 44 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG AUDIT REPORT CONSOLIDATED FINANCIAL STATEMENT BOARD APPROVAL The consolidated ﬁnancial statements were approved for publication by the Board of Directors of Fenix Outdoor International AG on March 28, 2024, and will be presented to the Annual General Meeting for approval on May 2, 2024. Martin Nordin Susanne Nordin Mats Olsson Ulf Gustafsson Rolf Schmid Sebastian von Wallwitz Statutory auditor’s report on the audit of the consolidated financial statements OPINION We have audited the consolidated ﬁnancial statements of Fenix Outdoor International AG and its subsidiaries (the Group), which comprise the consolidated statement of ﬁnancial position as at 31 December 2023, the consolidated income statement, the consolidated statement of other comprehensive income, the consolidated statement of changes in equity and the consolidated cash ﬂow statement for the year then ended, and notes to the consolidated ﬁnancial statements, including material accounting policy information. In our opinion, the consolidated ﬁnancial statements (pages 26 to 43) give a true and fair view of the consolidated ﬁnancial position of the Group as at 31 December 2023 and of its consolidated ﬁnancial performance and its consolidated cash ﬂows for the year then ended in accordance with IFRS Accounting Standards and comply with Swiss law. BASIS FOR OPINION We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISA) and Swiss Standards on Auditing (SA-CH). Our responsibilities under those provisions and standards are further described in the “Auditor's responsibilities for the audit of the consolidated ﬁnancial statements” section of our report. We are independent of the Group in accordance with the provisions of Swiss law, together with the requirements of the Swiss audit profession, as well as those of the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), and we have fulﬁlled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sucient and appropriate to provide a basis for our opinion. KEY AUDIT MATTERS Key audit matters are those matters that, in our professional judgment, were of most signiﬁcance in our audit of the consolidated ﬁnancial statements of the current period. These matters were addressed in the context of our audit of the consolidated ﬁnancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context. We have fulﬁlled the responsibilities described in the “Auditor's responsibilities for the audit of the consolidated ﬁnancial statements” section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the consolidated ﬁnancial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the consolidated ﬁnancial statements. VALUATION AND EXISTENCE OF INVENTORY Area of focus The Fenix Group develops and markets outdoor products. The inventory balance represents 36.7% of the Group’s total assets and 65.3% of the Group’s total equity as at 31 December 2023. The Fenix Group measures the carrying value of its inventory by using the ﬁrst-in, ﬁrst-out method, at the lower of acquisition cost or net realisable value on balance sheet date. Determining net realisable value involves judgment in estimating future revenues and margins ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 45 AUDIT REPORT CONSOLIDATED FINANCIAL STATEMENT and assessing appropriate provisions for potential obsolescence as the values can be subject to rapidly changing consumer demands and weather conditions. Refer also to notes 2 and 14 of the consolidated ﬁnancial statements. The valuation, in combination with the signiﬁcant amount of inventory compared to total assets, made us conclude that the existence and valuation of inventory is a key audit matter of our audit. Our audit response We observed the inventory counts at major locations of warehouses and shops to understand the process and accuracy of the group’s inventory count procedures and to validate physical counts performed by the group through our own test counts. We assessed the Group’s internal controls over its inventory accounting process and the development of the key assumptions applied in the valuation. We tested a sample of inventory items at signiﬁcant components to assess the cost basis and net realisable value of inventory. Further, we compared the inventory obsolescence provision against the Group’s policy and assessed management’s judgment of the adequacy of this by considering the overall level of provisions on an aggregate and by unit basis as well as understanding the expected levels of future demand for signiﬁcant items, including the inventory turnover to identify slow moving items. We assessed the historical accuracy of the Group’s estimates and considered its ability to produce accurate forecasts, such as seasonality, ability to clear inventory in subsequent periods and anticipated price reductions. Our audit procedures did not lead to any reservations concerning valuation and existence of inventory. ACCOUNTING FOR LEASES Area of focus As of the balance sheet date, right-of use assets and lease liabilities represent 17.5% and 41.1% of Fenix Group’s total assets and total liabilities, respectively. Details concerning lease accounting are disclosed in the notes (notes 2, 12 and 26). Due to the signiﬁcance of the carrying amount of right-of-use assets and lease liabilities, the number and complexity of single lease contract details to be considered in the valuation and the judgement involved in performing lease- type assessments, this matter is considered signiﬁcant to our audit. Our audit response We obtained an understanding of Fenix Group’s accounting policies and processes for leases. We examined Fenix Group’s calculation methodology for right-of use assets and lease liabilities and reperformed the calculation on a sample basis. In particular, we agreed the following input parameters to supporting documents on a sample basis: monthly lease payments, lease terms, discount rates and extension options. For extension options, we analyzed Fenix Group’s exercise assessment. In addition, we audited the completeness and the reconciliation of the lease contract population considered for IFRS 16 to the number of point of sales at designated components. For agreements signed in 2023, we analyzed Fenix Group’s assessment whether these represent lease modiﬁcations or should be accounted for as separate leases. Our audit procedures did not lead to any reservation concerning the accounting for leases. OTHER INFORMATION The Board of Directors is responsible for the other information. The other information comprises the information included in the annual report, but does not include the consolidated ﬁnancial statements, the stand-alone ﬁnancial statements, the compensation report and our auditor’s reports thereon. Our opinion on the consolidated ﬁnancial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the consolidated ﬁnancial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated ﬁnancial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Board of Directors’ responsibilities for the consolidated ﬁnancial statements The Board of Directors is responsible for the preparation of the consolidated ﬁnancial statements, which give a true and fair view in accordance with IFRS Accounting Standards and the provisions of Swiss law, and for such internal control as the Board of Directors determines is necessary to enable the preparation of consolidated ﬁnancial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated ﬁnancial statements, the Board of Directors is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Auditor's responsibilities for the audit of the consolidated ﬁnancial statements Our objectives are to obtain reasonable assurance about whether the consolidated 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 conducted in accordance with Swiss law, ISA and SA-CH 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 these consolidated ﬁnancial statements. A further description of our responsibilities for the audit of the consolidated ﬁnancial statements is located on EXPERTsuisse’s website at: https://www. expertsuisse.ch/en/audit-report. This description forms an integral part of our report. REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS In accordance with Art. 728a para. 1 item 3 CO and PS-CH 890, we conﬁrm that an internal control system exists, which has been designed for the preparation of the consolidated ﬁnancial statements according to the instructions of the Board of Directors. We recommend that the consolidated ﬁnancial statements submitted to you be approved. Zurich, 28 March 2024 Ernst & Young Ltd, Zurich Roger Müller Roman Ottiger Licensed audit expert Licensed audit expert (Auditor in charge) 46 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG PROFIT AND LOSS STATEMENT, PARENT COMPANY INCOME STATEMENT, PARENT COMPANY TEUR TCHF TEUR TCHF 2023 2023 2022 2022 Dividend income from investments 34,954 33,946 19,161 19,173 Interest income group loans 122 118 170 170 Interest income banks 4,006 3,890 1,924 1,925 Other income 13 13 - - Total income 39,095 37,967 21,255 21,268 Interest expenses bank loans −539 −524 −277 −277 Interest expenses group loans 361 350 - - Costs for own shares −43 −42 −53 −53 Currency gain 4,190 4,069 7,372 7,377 Currency loss −4,108 −3,990 −5,647 −5,650 Bank charges −211 −205 -282 -282 Write-downs of investments −1,078 −1,047 - - Operating result 37,666 36,580 22,368 22,383 Personnel expenses −1,541 −1,496 −2,424 −2,425 Group services −1,950 −1,894 −1,426 −1,427 Other operating expenses −882 −856 −912 −912 Marketing expenses −129 −126 −245 −248 Write-downs of receivables groups companies −381 −370 −6,709 −6,713 Depreciation property, plant and equipment −18 −18 −30 −30 Result before tax 32,765 31,820 10,622 10,628 Direct taxes -41 -40 –10 –10 Net proﬁt of the year 32,724 31,780 10,612 10,618 BALANCE SHEET, PARENT COMPANY 31/12/2023 31/12/2023 31/12/2022 31/12/2022 ASSETS TEUR TCHF TEUR TCHF CURRENT ASSETS Cash at bank 92,478 85,635 59,632 58,720 Other receivables 111 102 127 125 -third parties 111 102 127 125 Short-term interest bearing receivables 3,123 2,892 2,733 2,691 -group companies 3,123 2,892 2,733 2,691 Accruals and prepaid expenses 275 254 272 268 -third parties 275 254 272 268 TOTAL CURRENT ASSETS 95,986 88,883 62,764 61,804 NON-CURRENT ASSETS Investments 547,513 594,128 546,483 593,205 Property, plant and equipment 49 46 - - TOTAL NON-CURRENT ASSETS 547,562 594,173 546,483 593,205 TOTAL ASSETS 643,548 683,057 609,247 655,009 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 47 PROFIT AND LOSS STATEMENT, PARENT COMPANY BALANCE SHEET, PARENT COMPANY 31/12/2023 31/12/2023 31/12/2022 31/12/2022 LIABILTIES AND SHAREHOLDERS' EQUITY TEUR TCHF TEUR TCHF SHORT-TERM LIABILITIES Short-term interest bearing liabilities 30,000 27,780 520 512 -group companies 30,000 27,780 520 512 Other short-term liabilities 62,665 58,028 73,803 72,675 -third parties 20 19 135 134 -group companies 62,645 58,009 73,668 72,541 Accrued expenses and deferred income 1,765 1,635 849 836 -third parties 1,765 1,635 259 255 -Shareholders - - 590 581 TOTAL SHORT-TERM LIABILITIES 94,431 87,443 75,172 74,023 SHAREHOLDERS' EQUITY Share capital 12,378 13,460 12,378 13,460 Own shares −11,188 −12,112 −11,188 −12,112 Legal capital reserves 337,409 386,614 355,262 404,113 -reserves from capital contributions 304,624 349,049 322,478 367,456 -other capital reserves 26,620 30,502 26,620 29,999 - merger reserves 6,164 7,063 6,164 6,658 Legal proﬁt reserves 2,389 2,692 2,389 2,692 Retained earnings 175,406 195,952 164,622 185,165 Net proﬁt of the year 32,724 31,780 10,612 10,618 Currency translation adjustments - −22,771 - −22,950 TOTAL SHAREHOLDERS' EQUITY 549,117 595,614 534,075 580,986 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 643,548 683,057 609,247 655,009 48 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG NOTES, PARENT COMPANY NOTES TO THE PARENT STATEMENTS 1. Accounting principles applied in the preparation of the ﬁnancial statements (in TEUR) These ﬁnancial statements have been prepared in accordance with the provisions of commercial accounting as set out in the Swiss Code of Obligations (Art. 957 to 963b CO), eective since 1 January 2013. As there is a consolidated ﬁnancial report in ac - cordance with IFRS on group level the stand-alone ﬁnancial statements of Fenix Out- door International AG comprise only the following elements: Balance sheet, Income statement and Notes. All amounts are presented in 000 EUR if not otherwise stated. 1.1. INVESTMENTS Investments in subsidiaries are reported in the Company in accordance with the cost method. Reported values are tested individually at each balance sheet date to assess whether there is an indication for impairment. 1.2. INCOME RECOGNITION Total income comprises mostly of dividend income as well as interest from loans granted to group companies. Dividends are recognised when the right to receive dividends is established. Interest income is recognised on an accrual basis. Other income is recognised on an accrual basis. 1.3. EXPENSES Interest on ﬁnancial liabilities and exchange rate gains and losses are included in the operating result. Administrative expenses mainly comprise of expenses on infrastruc - ture, personnel costs, consulting, purchased group services and other administrative expenses. The expenses are recognised on an accrual basis. 1.4. PRESENTATION CURRENCY / FOREIGN CURRENCY TRANSLATION The Swiss Francs (CHF) values are reported for Swiss compliance purpose (Swiss Code of Obligation article 958d). Transactions in foreign currencies during the period have been converted at the cur- rent exchange rates of the transactions using the published daily rates. All monetary assets and liabilities, denominated in the foreign currencies have been translated at the exchange rates as of the balance sheet date. Any gains or losses arising from these conversions are credited or charged to the income statement. The Investments denominated in the foreign currencies are shown with the historical exchange rates ruling on the date of purchase of such investment. The balances in EUR as of December 31, 2023 were translated to CHF considering the following exchange rates and historic opening equity values: 2023 2022 CHF/EUR CHF/EUR Assets and liabilities except equity 1.07991 1.01554 Proﬁt & loss accounts (average rate) 1.02970 0.9994 2. Information Balance Sheet and Income Statement 2.1. Other receivables The position other receivables in the current assets of TEUR 111 comprises mainly of tax deducted TEUR 65 and value added tax credits of TEUR 38. 2.2. Investments in subsidiaries As of December 31, 2023 the company holds the following participations: Participations (direct) 31/12/2023 31/12/2022 Name, Domicile Purpose Capital Capital Votes Capital Votes Fenix Outdoor AB, Sweden Trading SEK 26,547,462 100% 100% 100% 100% Frilufts Retail Europe AB, Sweden 1), 4) Holding EUR 8,833,333 70% 64.50% 70% 64.50% Fenix Outdoor Development and CSR AG, Switzerland 2) Services CHF 100,000 100% 100% 100% 100% Fenix Outdoor Brand Retail AG, Switzerland Dormant CHF 100,000 100% 100% 100% 100% Alpen International Ltd, South Korea Trading KRW 2,803,800,000 91.80% 91.80% 91.80% 91.80% RR Acquisition Company, USA 3) Holding USD 1 100% 100% 100% 100% Fenix Outdoor Asia Paciﬁc ptc Ltd Trading USD 10,000 100% 100% 100% 100% Fenix Outdoor Import Asia, Hong Kong Holding HKD 1 100% 100% 100% 100% Fenix Outdoor Taiwan Co Ltd Trading TWD 35,000,000 70% 70% 70% 70% 1) In connection with the authorized capital increase of June 1, 2015, Fenix Outdoor International AG acquired 1,200,000 shares of category A with a nominal value of EUR 0.20 each and 16,466,667 shares of category B with a nominal value of EUR 0.20 each in Frilufts Retail Europe AB at a total value of EUR 9,720,000 whereby, as consid - eration for the contributors in kind, 210,000 fully paid-up registered shares of category B with a par value of CHF 1.00 were issued plus a total amount of EUR 500,000 was paid in cash. Consequently, Fenix Outdoor International AG directly holds 70% of the capital and 64.5% of the voting rights of Frilufts Retail Europe AB. 2) Shares in the dormant company Fenix Outdoor Development and CSR AG were fully written down in the end of 2020. 3) Shares in RR Acquisition Company were fully written down in end of 2020. Participations (indirect) 4) Fenix Outdoor AB holds 30% of the capital and 35.50% of the voting rights in Frilufts Retail Europe AB. For matrix showing the entirety of the Company’s subsidiaries as well as respective in - terest therein, both direct and indirect, see Consolidated ﬁnancial statements Note 36. Amounts in TEUR Share capital Legal capital reserves Legal proﬁt reserves Retained earnings Net proﬁt of the year Own shares Total Balance as per 31.12.2022 12,378 355,262 2,389 175,234 - –11,188 534,075 Dividends ) –17,853 172 –17,681 Net proﬁt of the year 2023    32,724  32,724 Balance as per 31.12.2023 12,378 337,409 2,389 175,406 32,724 –11,188 549,118 ) Net dividend, dividend payment of TEUR 17,853 minus dividend on own shares TEUR 172. 2.3. Equity During 2023 the nominal share capital and the legal capital reserves showed the following several transactions: ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 49 NOTES, PARENT COMPANY 2.4. Own shares As per November 14th 2016 the company purchased 12,900 B-shares in its own company at a price of 595 Swedish Kronor per share. During 2017, options for 6,200 B-shares were exercised by the senior Executives. During 2019 the company did pur - chase additional 112,898 B-shares and held 119,598 shares B-shares. During 2022 the company purchased additional 12,739 B-shares and held 132,337 B-shares. During 2023 no additional shares were purchased and the company per 31.12.2023 held 132,337 B-shares. 2.5. Dividend income from investments In 2023, dividend from Fenix Outdoor Taiwan was distributed of TEUR 618 and divi - dend from Fenix Outdoor AB was distributed of TEUR 34,336. 2.6. Financial income and expenses The currency gain of TEUR 84 is mainly resulting from valuation of liquid assets, short-term bank loans and various loans granted to and received from subsidiaries and group companies which are balanced at their nominal values (SEK/EUR and USD/EUR). 2.7. Group services Group services of TEUR 1,950 mainly comprise of the Company’s share of costs for services provided by other group companies, such as board and shareholder costs, administration, legal costs and marketing costs. 3. Additional disclosures in accordance with Art. 959c (Swiss Code of Obligations) 3.1. Number of employees Fenix Outdoor International AG has employed 3 fulltime employees (2022: 3). 3.2. Guarantees, contingent liabilities, assets pledged in favour of third parties Fenix Outdoor International AG has taken over guarantee obligations of Fenix group companies as follows: Amounts in TEUR 31.12.2023 31.12.2022 Guarantees, contingent liabilities, assets pledged in favour of third parties 47,301 34,431 thereof used 47,301 34,431 4. Mandatory disclosures in accordance with Art. 663c (Swiss Code of Obligations) 4.1. Signiﬁcant Shareholdings in Fenix Outdoor International AG The Family Nordin, along with its related companies, represents 61.3% (61.3%) of the Company’s nominal share value, corresponding to 85.1% (85.1%) of the votes at the Annual General Meeting. See Consolidated ﬁnancial report, page 57. 4.2. Shareholdings of members of the board of directors as per 31.12.2023 (31.12.2022) 2023 2022 Martin Nordin, Executive chairman 18,300,000 A-shares and 242,568 B-shares 18,300,000 A-shares and 242,568 B-shares Susanne Nordin (Nidmar Invest AB) 20,000 B-shares 20,000 B-shares Mats Olsson No shares No shares Ulf Gustafsson No shares No shares Sebastian von Wallwitz 100 B-shares 100 B-shares Rolf Schmid No shares No shares 4.3. Shareholding of Senior Executives as per 31.12.2023 (31.12.2022) 2023 2022 Alex Koska, President 1,000 B-shares 1,000 B-shares Martin Axelhed, Vice President 6,000 B-shares 6,000 B-shares Henrik Homan, Vice President 10,250 B-shares 10,250 B-shares Thomas Lindberg, CFO 1,100 B-shares 1,100 B-shares Nathan Dopp, Vice President 1,200 B-shares 1,200 B-shares Per Wååg, Vice President No shares No shares 5. Events after the reporting period There were no material subsequent events, that would have changed the judgement and analysis by management of the ﬁnancial condition of the Company at 31 Decem - ber 2023, or the result for 2023. Dividend proposal The Board of Directors proposes a dividend of 15.00 SEK per B-share (15.00) and a dividend of 1.50 SEK per A-share (1.50) for 2023 as repayment out of capital reserve • Final day of trading Fenix Outdoor shares, including the right to the dividend: May 2, 2024 • Record date for payment of the dividend: May 6, 2024 • Payment date for the dividend: Earliest May 10, 2024 in TEUR in TCHF in TEUR in TCHF Retained earnings 31/12/2023 31/12/2023 31/12/2022 31/12/2022 Proﬁt reserves at the beginning of the period 175,234 195,783 164,391 184,927 Dividend own shares 172 169 231 238 Net loss/proﬁt of the year 32,724 31,780 10,612 10,618 Proﬁt reserves at the end of the period 208,130 227,732 175,234 195,783 Allocation to the legal proﬁt reserves - - - - Proﬁt to be carried forward 208,130 227,732 175,234 195,783 PROPOSAL OF THE APPROPRIATION: Capital contribution reserve carried forward 322,478 367,456 348,425 394,155 Impact exchange rate on previous year estimated dividend in SEK - 873 - 29 Dividend at General Meeting −17,853 −19,280 −25,947 −26,728 Capital contribution reserves attributable for disbursement 304,625 349,049 322,478 367,456 Dividend proposal −18,196 −19,650 −18,154 -17,876 Capital contribution reserves 286,429 329,399 304,324 349,580 PROPOSED APPROPRIATION OF THE AVAILABLE EARNINGS 50 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG REPORT OF THE STATUTORY AUDITOR ON THE FINANCIAL STATEMENTS Report of the statutory auditor on the financial statements OPINION We have audited the ﬁnancial statements of Fenix Outdoor International AG, (the Company), which comprise the statement of ﬁnancial position as at 31 December 2023, the income statement for the year then ended, and notes to the ﬁnancial statements, including a summary of signiﬁcant accounting policies. In our opinion, the ﬁnancial statements (pages 46 to 49) comply with Swiss law and the Company’s articles of incorporation. BASIS FOR OPINION We conducted our audit in accordance with Swiss law and Swiss Standards on Auditing (SA-CH). Our responsibilities under those provisions and standards are further described in the “Auditor's responsibilities for the audit of the ﬁnancial statements” section of our report. We are independent of the Company in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession, and we have fulﬁlled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sucient and appropriate to provide a basis for our opinion. KEY AUDIT MATTER Key audit matters are those matters that, in our professional 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. For the matter below, our description of how our audit addressed the matter is provided in that context. We have fulﬁlled the responsibilities described in the “Auditor's responsibilities for the audit of the ﬁnancial statements” section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the ﬁnancial statements. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the ﬁnancial statements. IMPAIRMENT ASSESSMENT OF INVESTMENTS IN SUBSIDIARIES Area of Focus Fenix Outdoor International AG assesses the valuation of its investments in subsidiaries on an annual basis, considering the performance of the investments in subsidiaries and their operations as well as the market capitalization of the entire group. Investments in subsidiaries are recorded using the cost method net of valuation adjustments. Reported values are tested individually at each balance sheet date, to assess whether there is an indication for impairment, by calculating the value in use with a discounted cash ﬂow model. The impairment assessment requires estimates and assumptions, such as budgets and forecast earnings, cash ﬂows and discount rates in order to determine the value in use for the investments. The principal consideration for our determination that the impairment assessment of investments in subsidiaries is a focus area of our audit is the subjectivity in the assessment of the value in use amounts which requires estimation and the use of subjective assumptions. Refer to note 2.2 of the ﬁnancial statements of Fenix Outdoor International AG. Our audit response We assessed the Company’s procedures to test the valuation of its investments in subsidiaries. We evaluated the budget and forecast information on both earnings and related cash ﬂows. We performed inquiries of management to corroborate our understanding about the estimated performance and future developments in the markets including the estimation of growth rates or the forecast of future free cash ﬂows of the coming ﬁve years. We further evaluated how the Company derived the applied discount rate to the free cash ﬂows in the valuation model, assessed it against observable market data and involved valuation specialists. Our audit procedures did not lead to any reservations concerning valuation of investments in subsidiaries. OTHER INFORMATION The Board of Directors is responsible for the other information. The other information comprises the information included in the annual report, but does not include the consolidated ﬁnancial statements, the stand-alone ﬁnancial statements, the compensation report and our auditor’s reports thereon. Our opinion on the ﬁnancial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the ﬁnancial statements, our responsibility is to read the other information 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. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. BOARD OF DIRECTORS’ RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS The Board of Directors is responsible for the preparation of the ﬁnancial statements in accordance with the provisions of Swiss law and the Company's articles of incorporation, and for such internal control as the Board of Directors determines 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 is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 51 REPORT OF THE STATUTORY AUDITOR ON THE FINANCIAL STATEMENTS 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 conducted in accordance with Swiss law and SA-CH 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 these ﬁnancial statements. A further description of our responsibilities for the audit of the ﬁnancial statements is located on EXPERTsuisse’s website at: https://www.expertsuisse.ch/en/ audit-report. This description forms an integral part of our report. REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS In accordance with Art. 728a para. 1 item 3 CO and PS-CH 890, we conﬁrm that an internal control system exists, which has been designed for the preparation of the ﬁnancial statements according to the instructions of the Board of Directors. Furthermore, we conﬁrm that the proposed appropriation of available earnings complies and the proposed repayment of legal capital reserve comply with Swiss law and the Company’s articles of incorporation. We recommend that the ﬁnancial statements submitted to you be approved. Zurich, 28 March 2024 Ernst & Young Ltd, Zurich Roger Müller Roman Ottiger Licensed audit expert Licensed audit expert (Auditor in charge) 52 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG COMPENSATION REPORT COMPENSATION REPORT The Compensation Report contains details of the total compensation paid to mem- bers of the Board of Directors and the Senior Executives. In accordance with the Ordinance against Excessive Compensation in Stock Exchange Listed Companies, the Annual General Meeting of Shareholders votes to approve the compensation of the members of the Board of Directors and the Senior Executives. PRINCIPLES The Board of Directors of Fenix Outdoor International AG determines guidelines for remuneration to Senior Executives at market terms, enabling the company to recruit, develop and retain Senior Executives. The remuneration consists of ﬁxed salary, pen - sion and other beneﬁts. Total remuneration is to be at market rate and competitive and is also to reﬂect the areas of responsibility of the Senior Executive and the com - plexity of his or her role. In addition to the ﬁxed salary component, Senior Executives are eligible to receive variable compensation, which is related to the achievement of sales and proﬁtability targets. For Senior Executives, variable remuneration normally is a maximum of 50 percent of base annual salary. BASIC PRINCIPLES The disclosed compensation of the Board of Directors and the Senior Executives comprise the compensation for the full reporting year, subject to the following addi - tions and limitations: – The compensation paid to new members of the Board of Directors or Senior Executives is included from the date on which the member takes over the relevant functions. – If a member transfers from the Senior Executives to the Board of Directors, or vice versa, the full compensation is taken into account and reported under the new func - tion. – If a member resigns from or steps down from the Board of Directors or the Senior Executives position, the compensation paid up to the date on which the member stepped down plus any compensation paid in the reporting year in connection with his or her former activities is included. – The Board of Directors’ remuneration is paid by Fenix Outdoor International AG. Senior Executives are paid by the company they are employed by. FIXED COMPENSATION (BASIC COMPENSATION) The basic compensation to the members of the Board of Directors is the Board Remuneration. Martin Nordin and Susanne Nordin gets no Board remuneration but a ﬁxed salary. The basic compensation to the Senior Executives comprises an annual ﬁxed salary, pension and other beneﬁts. The total ﬁxed compensation is decided by the Annual General Meeting (AGM). VARIABLE COMPENSATION In addition to the ﬁxed compensation, the Senior Executives are also eligible to receive variable compensation, which is based on sales and proﬁtability targets. For Senior Executives, variable remuneration normally is a maximum of 50 percent of the basic annual salary. The Directors of the Board which are getting Board remunera - tion get no variable compensation. The AGM is asked to vote on the total variable compensation retrospectively for the Senior Executives and the executive chairman, i.e., variable compensation proposed by the Board of Directors to be payable for 2023 is subsequently conﬁrmed by the annual general meeting in April 2024. RESPONSIBILITIES AND DETERMINATION PROCESS The compensation system is conﬁrmed by the Compensation Committee before being submitted to the Board of Directors for approval. Individual members of the Board of Directors are not present when decisions are made on their respective compensation awards. MEMBERS OF THE COMPENSATION COMMITTEE Ulf Gustafsson (member of the board) and Susanne Nordin (member of the board). THE BOARD OF DIRECTORS Approves, at the request of the Compensation Committee, the terms of the employ- ment contract for the Senior Executives. COMPENSATION FOR THE REPORTING YEAR (audited) Board of Directors compensation overview: At the AGM held in April 2022 the AGM approved a maximum total compensation for 2023 to the Board of Directors of TEUR 1,600 (TEUR 1,400). Fixed compensation The compensation paid in 2023 totaled TEUR 1,282, compared with TEUR 1,089 the previous year. Two Directors of the Board, Rolf Schmid and Ulf Gustafsson, invoiced consultant fees for support given to the Fenix Outdoor Group – Mr. Schmid through a company controlled by himself, RS Mandate AG, and Mr. Gustafsson through a company controlled by himself, Consilo AB. Variable compensation In 2023 there was no variable compensation paid to the Board of Directors. In 2022 executive chairman Martin Nordin received a bonus of TEUR 167. The Executive Chairman is entitled to a bonus, based on return on total assets for the Fenix Outdoor Group (income after ﬁnancial items plus interest expenses, as a percentage of average total assets). The base is the average repo rate, set by the European Central Bank, for the relevant calendar year plus 10 percent. The base +1 percent gives an extra monthly salary; the base +2 percent gives a further month - ly salary, up to six monthly salaries. In 2023 the average repo rate was 3.3 percent. The return on total assets in year 2023 was 8.6 percent. Total assets are deﬁned as total assets excluding eects from IFRS 16 adjustments. SENIOR EXECUTIVES Fixed compensation At the AGM held in April 2022 the AGM approved a maximum total ﬁxed compensa - tion for 2023 to the Senior Executives of TEUR 2,500. A total of TEUR 2,525 was paid out in ﬁxed compensation in 2023, compared with TEUR 2,208 the previous year. Variable compensation In 2023 a total variable compensation of TEUR 0.0 was given to the Senior Executives. The variable compensation for 2023 needs to be conﬁrmed by the Annual General Meeting in May 2024. In 2022 a variable compensation of TEUR 446 was given. In 2022 and 2023 an option program to four deﬁned Senior Executives has been released. 60,000 options, each giving a right to buy one B-share in Fenix Outdoor In - ternational AG, have been granted to them. The exercise price was set to the market price of the shares on the day of grant. The options vest if the person is still employed on such date. If this is not met, the options lapse. HIGHEST COMPENSATION (audited) The highest total individual compensation was given to Martin Nordin. COMPENSATION TO FORMER MEMBERS (audited) No compensation was paid to former Directors of the Board or Senior Executives. LOANS, CREDITS AND GUARANTEES IN 2023 (audited) No loans or credits were granted by Fenix Outdoor International AG or any other Group company to Senior Executives or the Directors of the Board, and no such loans were outstanding as of December 31, 2023. In the reporting year no collateral or guarantees were granted to Senior Executives or Directors of the Board. SHAREHOLDING IN FENIX OUTDOOR INTERNATIONAL AG (audited) Board of Directors as of December 31, 2023 (for more details see page 57) Martin Nordin 18,300,000 A-shares and 242,568 B-shares Mats Olsson No shares Ulf Gustafsson No shares Susanne Nordin 20,000 B-Shares (through company) Sebastian von Wallwitz 100 B-shares Rolf Schmid No shares (Sven Stork, No shares, Permanent Honorary member of the Board) Senior Executives as of December 31, 2023 Alex Koska, President 1,000 B-shares Martin Axelhed, Executive Vice President 6,000 B-shares Henrik Homan, Vice President 10,250 B-shares Nathan Dopp, Vice President 1,200 B-shares Thomas Lindberg, CFO 1,100 B-shares Per Wååg, Vice President 0 B-Shares ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 53 COMPENSATION REPORT COMPENSATION BOARD OF DIRECTORS 2023 TEUR (audited) Base salary Beneﬁts and other remu - neration Consultant fee Pension contributions Social costs Variable compensation related to and accrued in 2023, incl. soc. cost Total Total in TCHF EUR/CHF 0,9711551 Martin Nordin, Executive Chairman 721 36 - 7 70 - 833 809 Susanne Nordin 200 13 - 7 20 - 240 233 Ulf Gustafsson - 27 46 - - - 72 70 Mats Olsson - 26 - - - - 26 25 Sebastian Von Wallwitz - 26 - - - - 26 25 Rolf Schmid - 26 59 - - - 86 83 Total 921 153 104 13 90 - 1,282 1,245 Total ﬁxed compensation 921 153 104 13 90 - 1,282 1,245 COMPENSATION BOARD OF DIRECTORS 2022 TEUR (audited) Base salary Beneﬁts and other remu - neration Consultant fee Pension contributions Social costs Variable compensation related to and accrued in 2022, incl. soc. cost Total Total in TCHF EUR/CHF 1,0794 Martin Nordin, Executive Chairman 500 30 - 6 86 485 1,107 1,107 Susanne Nordin 194 10 - 6 45 318 574 574 Ulf Gustafsson - 25 48 - - - 73 73 Mats Olsson - 25 - - - - 25 25 Sebastian Von Wallwitz - 25 - - - - 25 25 Rolf Schmid - 25 64 - - - 89 89 Total 694 140 112 12 131 803 1,892 1,893 Total ﬁxed compensation 694 140 112 12 131 - 1,089 1,090 COMPENSATION SENIOR EXECUTIVES 2023 TEUR (audited) Base salary Beneﬁts and other remuneration Pension contributions Social costs Variable compensation related to and accrued in 2023, incl. soc. cost Value of options at grant date Total Total in TCHF EUR/CHF 0,9711551 President 432 64 - - - 345 841 817 Senior Executives 1,304 174 261 291 - 1,037 3,066 2,978 Total 1,736 237 261 291 - 1,382 3,907 3,795 Total ﬁxed compensation 1,736 237 261 291 - - 2,525 2,452 COMPENSATION SENIOR EXECUTIVES 2022 TEUR (audited) Base salary Beneﬁts and other remuneration Pension contributions Social costs Variable compensation related to and accrued in 2022, incl. soc. cost Value of options at grant date Total Total in TCHF EUR/CHF 1,0006 President 420 62 - - 140 142 764 764 Senior Executives 1,172 34 267 254 306 424 2,457 2,458 Total 1,592 96 267 254 446 566 3,220 3,222 Total ﬁxed compensation 1,592 96 267 254 - - 2,208 2,210 OPTION PROGRAM (audited) In 2022 and 2023 Alex Koska, Martin Axelhed, Henrik Homan and Nathan Dopp were granted a personnel option program as below. The option program is valid as long as these persons are employed. There are no other vesting conditions to be met. OPTION PROGRAM Grant date Exercise rate Number of ) options Value of options at grant date TEUR Exercise period 1 Exercise period 2 Exercise period 3 Option program 1 2022-11-02 SEK 845 20,000 566 2025 11 2026 11 2027 11 Senior Exec. 6,666 6,667 6,667 Option program 2 2023-02-27 SEK 953 20,000 706 2027 02 2028 02 2029 02 Senior Exec. 6,666 6,667 6,667 Option program 3 2023-03-20 SEK 834 20,000 676 2028 03 2029 03 2030 03 Senior Exec. 6,666 6,667 6,668 *)each giving a right to purchasing 1 B-share of Fenix Outdoor International AG 54 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG REPORT OF THE STATUTORY AUDITOR ON THE FINANCIAL STATEMENTS Report of the statutory auditor on the compensation report Opinion We have audited the compensation report of Fenix Outdoor International AG (the Company) for the year ended 31 December 2023. The audit was limited to the information pursuant to Art. 734a-734f of the Swiss Code of Obligations (CO) in the information marked “audited” on pages 52 to 53 of the compensation report. In our opinion, the information pursuant to Art. 734a-734f CO in the compensation report complies with Swiss law and the Company’s articles of incorporation. Basis for opinion We conducted our audit in accordance with Swiss law and Swiss Standards on Auditing (SA-CH). Our responsibilities under those provisions and standards are further described in the “Auditor’s responsibilities for the audit of the compensation report” section of our report. We are independent of the Company in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession, and we have fulﬁlled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sucient and appropriate to provide a basis for our opinion. Other information The Board of Directors is responsible for the other information. The other information comprises the information included in the annual report, but does not include the information marked ”audited” in the compensation report, the consolidated ﬁnancial statements, the stand-alone ﬁnancial statements and our auditor’s reports thereon. Our opinion on the compensation report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the compensation report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the audited ﬁnancial information in the compensation report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Board of Directors’ responsibilities for the compensation report The Board of Directors is responsible for the preparation of a compensation report in accordance with the provisions of Swiss law and the Company's articles of incorporation, and for such internal control as the Board of Directors determines is necessary to enable the preparation of a compensation report that is free from material misstatement, whether due to fraud or error. It is also responsible for designing the compensation system and deﬁning individual compensation packages. Auditor's responsibilities for the audit of the compensation report Our objectives are to obtain reasonable assurance about whether the information pursuant to Art. 734a-734f CO is 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 conducted in accordance with Swiss law and SA-CH 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 this compensation report. As part of an audit in accordance with Swiss law and SA-CH, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement in the compensation report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sucient 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 eectiveness of the Company’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made. We communicate with the Board of Directors or its relevant committee 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 the Board of Directors or its relevant committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. Zurich, 28 March 2024 Ernst & Young Ltd, Zurich Roger Müller Roman Ottiger Licensed audit expert Licensed audit expert (Auditor in charge) ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 55 FENIX OUTDOOR SHARE DATA THE SHARE AND SHAREHOLDERS FENIX OUTDOOR SHARE PRICE NASDAQ OMX, 2019–2023 2019-07-02 2020-11-02 2019-09-02 2021-01-02 2019-11-02 2021-03-02 2020-01-02 2021-05-02 2022-03-02 2020-03-02 2021-07-02 2022-05-02 2019-01-02 2020-05-02 2021-09-02 2022-07-02 2019-03-02 2020-07-02 2021-11-02 2022-09-02 2019-05-02 2020-09-02 2022-01-02 2022-11-02 2023-03-02 2023-05-02 2023-07-02 2023-09-02 2023-01-02 2023-11-02 SHARE PERFORMANCE 2023 Fenix Outdoor has been listed on the stock market since 1983 and is traded on Nasdaq OMX Stockholm’s Large Cap list. The share is included in the Consumer Products and Services sector. The symbol is FOI-B and ISIN code is CH0242214887. Based on the last price paid on December 29, 2023, which was 774.00 SEK, Fenix Outdoors market capitalization was 10.4 billion SEK (11.5). Fenix Outdoor’s share price declined by 10.7 percent in 2023, while the total index, OMX PI Stockholm, increased by 15.6 percent. The highest closing price paid during the year was 999.00 SEK, quoted in February 16th, and the lowest closing price paid was 610.00 SEK, quoted in August 4th. SHARE CAPITAL At the end of 2023, Fenix Outdoor’s share capital equaled TCHF 13,460 divided among 11,060,000 B-shares with a nominal value of 1 CHF, 24,000,000 A-shares with a nominal value of 0.1 CHF. The A-shares carry 1/10 of the B-shares entitlement to the company’s proﬁt and equity. SHARE DATA Listing: Nasdaq Stockholm OMX Large Cap Ticker: FOI-B Industry: 4020 Consumer Products and Services ISIN: CH0242214887 SHAREHOLDING STRUCTURE The number of shareholders was 8,742 (9,284) at 2023. The ten largest shareholders held 81.2 percent of the capital and 92.8 percent of the votes. DIVIDEND For the 2023 ﬁnancial year, the Board of Directors has proposed a dividend of 15.00 (15.00) SEK per B-share and a dividend of 1.50 (1.50) SEK per A-Share, corresponding to 55.6 percent of proﬁt after tax. Based on the last price paid on December 29th 2023 (SEK 774.00), the proposed dividend represents a dividend yield of 1.9 percent. Since 2019, Fenix Outdoor has paid out an average of 30.8 percent of proﬁt after tax in yearly dividends. Fenix Outdoor OMX PI 71.7% -9.2% 56 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG ANNUAL GENERAL MEETING, FINANCIAL INFORMATION ANNUAL GENERAL MEETING, FINANCIAL INFORMATION 2024 Shareholder Number of A-shares Number of B-shares Percentage of capital, % Percentage of votes, % NORDIN, MARTIN 18,300,000 242,568 15.4% 52.9% HAK HOLDINGS 1,900,000 1,948,767 15.9% 11.0% LISELORE AB 1,900,000 1,663,767 13.8% 10.2% PINKERTON HOLDING AB 1,900,000 1,628,767 13.5% 10.1% NORDEA NORDIC SMALL CAP FUND - 959,930 7.1% 2.7% BESTSELLER UNITED A/S - 814,345 6.0% 2.3% VERDIPAPIRFONDET ODIN SVERIGE - 722,000 5.4% 2.1% VON DER ESCH, STINA - 200,000 1.5% 0.6% NORDEA SMABOLAGSFOND SVERIGE - 191,322 1.4% 0.5% PICTET AND CIE (EUROPE) AG, SUCCURS, ALE DE LUX - 164,696 1.2% 0.5% NORDIN FORSMAN, ANNA - 149,452 1.1% 0.4% NORDEA INSTITUTIONELLA SMABOLAGSFON - 97,419 0.7% 0.3% NORDEA 1 SICAV - 84,822 0.6% 0,2% WALL, KARL JOHAN - 70,000 0.5% 0.2% STIFTELSE, MÄRTA - 60,000 0.5% 0.2% Other - 1,929,768 15.4% 5.9% TOTAL 24,000,000 10,927,623 100.0% 100.0% OWNED BY FENIX OUTDOOR INTERNATIONAL AG - 132,337 The Annual General Meeting of the shareholders of Fenix Out- door International AG will be held at 14.00 pm on Thursday, May 2, 2024, at Hemvärnsgatan 9, Solna. NOTICE OF ANNUAL GENERAL MEETING The announcement regarding the Annual General Meeting will be issued through the Ocial Swedish Gazette (Post och Inrikes Tidningar) and by publication on the Company’s website www. fenixoutdoor.com. The fact that notiﬁcation has been issued is announced in Svenska Dagbladet and Örnsköldsviks Allehanda. NOTIFICATION AND PARTICIPATION AT THE MEETING Shareholders who wish to attend the Annual General Meeting must notify the Company of their intention no later than 1 p.m. on Friday, April 26, 2024 at the following address: Fenix Outdoor International AGM, Hemvärnsgatan 15, SE - 171 54 Solna or by e-mail at info@ fenixoutdoor.se. Notiﬁcation must include the shareholder’s name, address, personal identity number /corporate identity number, phone number (daytime) and the number of shares he or she holds. Shareholders who, through a bank or another trustee, have trustee-registered shares must re-register the shares in their own names to be entitled to participate in the Annual General Meeting. To ensure that this registration is entered in the shareholder register on Tuesday, April 23, 2024 shareholders must request that their trustees conduct such registration well in advance of this date. The re-registration may be temporary. DIVIDEND PROPOSAL The Board of Directors proposes a dividend of 15.00 SEK per B-share (15.00) and a dividend of 1.50 SEK per A-share (1.50) for 2023. • Final day of trading Fenix Outdoor shares, including the right to the dividend: May 2, 2024 • Record date for payment of the dividend: May 6, 2024 • Payment date for the dividend: Earliest May 10, 2024 FINANCIAL CALENDAR Interim report January–March, May 2, 2024 Interim report April–June, July 22, 2024 THE MAJOR SHAREHOLDERS 2023–12–31 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 57 BOARD OF DIRECTORS, SENIOR EXECUTIVES BOARD OF DIRECTORS, SENIOR EXECUTIVES AUDITORS AUDITOR IN CHARGE Roger Müller Licensed audit expert Ernst & Young Ltd Auditor at Fenix Outdoor International AG since 2018 AUDITOR Roman Ottiger Licensed audit expert Ernst & Young Ltd Auditor at Fenix Outdoor International AG since 2018 SVEN STORK Born 1940 Permanent Honorary Member since 2018 Member of the Board between 1989 and 2018, D Sc OTHER ASSIGNMENTS: CURRENT SHAREHOLDING IN FENIX OUTDOOR: — MARTIN NORDIN Born 1962 Executive Chairman Fenix Outdoor employee since 2002 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 18,300,000 A- SHARES AND 242,568 B-SHARES MATS OLSSON Born 1948 Member of the Board since 1986, Director CURRENT SHAREHOLDING IN FENIX OUTDOOR: — ULF GUSTAFSSON Born 1955 Member of the Board since 2013 OTHER ASSIGNMENTS: Blåkläder Workwear AB, CURRENT SHAREHOLDING IN FENIX OUTDOOR: — SEBASTIAN VON WALLWITZ Born 1965 Member of the Board since 2016 OTHER ASSIGNMENTS: Partner in SKW Schwarz in Munchen. Chairman in Your Family Entertainment AG CURRENT SHAREHOLDING IN FENIX OUTDOOR: 100 B- SHARES ROLF SCHMID Born 1959 Member of the Board since 2018 OTHER ASSIGNMENTS: Mobiliar Genossenschaft, Competec Holding AG, Mobility Genossenschaft and Ulrich Jüstrich Holding AG CURRENT SHAREHOLDING IN FENIX OUTDOOR: — SUSANNE NORDIN Born 1966 Member of the Board since 2016. OTHER ASSIGNMENTS: — CURRENT SHAREHOLDING IN FENIX OUTDOOR: 20,000 B-SHARES ALEXANDER KOSKA Born 1966 President Fenix Outdoor employee since 2007 1,000 B- SHARES MARTIN AXELHED Born 1976 Vice President Fenix Outdoor employee since 1997 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 6,000 B-SHARES HENRIK HOFFMAN Born 1978 Vice President Fenix Outdoor employee since 2003 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 10,250 B-SHARES NATHAN DOPP Born 1966 Vice President Fenix Outdoor employee since 2012 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 1,200 B-SHARES PER WÅÅG Born 1976 Vice President Fenix Outdoor employee since 2012 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 0 B-SHARES THOMAS LINDBERG Born 1963 CFO Fenix Outdoor employee since 2008 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 1,100 B-SHARES 58 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG ADDRESSES FENIX OUTDOOR INTERNATIONAL AG Weidstrasse 1a 6300 ZUG SWITZERLAND Phone +46 (0) 660-26 62 00 www.fenixoutdoor.se ADMINISTRATION Fenix Outdoor AB Box 209 SE-891 25 ÖRNSKÖLDSVIK SWEDEN Phone 0660-26 62 00 www.fenixoutdoor.se [email protected] FENIX OUTDOOR LOGISTICS B.V. Koningsbeltsweg 12 NL-1329 AG ALMERE THE NETHERLANDS Phone +31-36-53 59 400 FENIX OUTDOOR LOGISTICS GMBH Am Alten Flugplatz 5 D-19288 LUDWIGSLUST GERMANY Phone +49 3874 62 00 100 TIERRA PRODUCTS AB Box 209 SE-891 25 ÖRNSKÖLDSVIK SWEDEN Phone 0660-26 62 00 www.tierra.se, [email protected] ROYAL ROBBINS 575 Sutter S. SAN FRANCISCO CA. 94102 USA Phone +1 415 587 9044 www.royalrobbins.com HANWAG DEUTSCHLAND VERTRIEBS GMBH Wiesenfeldstrasse 7 DE-852 56 VIERKIRCHEN GERMANY Phone +49-8139-935 60 www.hanwag.de FJÄLLRÄVEN INTERNATIONAL AB Box 209 SE-891 25 ÖRNSKÖLDSVIK SWEDEN Phone 0660-26 62 00 www.fjallraven.se [email protected] FJÄLLRÄVEN GMBH Wiesenfeldstrasse 7 DE-852 56 VIERKIRCHEN GERMANY Phone +49-8139-802 30 FJÄLLRÄVEN B.V. Torenzicht 23A 3755 CA EEMNES THE NETHERLANDS FENIX OUTDOOR BENELUX B.V. Plesmanstraat 1 3833 LEUSDEN LA THE NETHERLANDS FENIX OUTDOOR NORGE AS Serviceboks 827 2626 LILLEHAMMER NORWAY Phone +47-61-24 69 00 FENIX OUTDOOR FINLAND OY Pakkalankuja 6 FIN-01510 VANTAA FINLAND Phone +358-98-77 11 33 FENIX OUTDOOR DANMARK APS Bremårevej 3 DK-8520 LYSTRUP DENMARK Office +45 86 20 20 75 FENIX OUTDOOR UK LTD 13 Quay Lane GOSPORT Hants. PO 124LJ , UK Phone +42-39 25 28 711 FENIX OUTDOOR AUSTRIA ITALY GMBH Valiergasse 60, Top 0-05 6020 INNSBRUCK AUSTRIA Phone: (+43) 512 79 34 18 FENIX OUTDOOR EMERGING MARKETS GMBH Wiesenfeldstrasse 7 DE-852 56 VIERKIRCHEN GERMANY Phone +49-8139-802 30 FENIX OUTDOOR CHECH SRO Na okraji 335/42 Veleslavin 162 00 PRAHA 6 CHECH REPUBLIC BUS SPORT AG Schingasse 4a CH 9470 BUCHS SWITZERLAND FJÄLLRÄVEN USA LLC 1795 Dogwood St #400 LOUISVILLE CO 800 27, USA Phone +8004434871 FENIX OUTDOOR ASIA PACIFIC PTE LTD 1 Harbourfront Avenue #14-08 Keppel Bay Tower SINGAPORE 098632 ALPEN INTERNATIONAL CO LTD 135-896 Daemyung B/D 6E 637-15 Shinsa-dong Gangnam-Gu SEOUL SOUTH KOREA www.alpen-international.com FENIX OUTDOOR TAIWAN CO. LTD. 10F.-5, No. 112, Sec. 2, Zhongshan N. Rd., Zhongshan Dist., TAIPEI CITY 104, TAIWAN (R.O.C.) Tel +886-2-2523-3871 GLOBETROTTER AUSRÜSTUNG GMBH Fuhlsbüttlerstrasse 29 D-22305 HAMBURG GERMANY www.globetrotter.de NATURKOMPANIET AB Box 177 SE-891 24, ÖRNSKÖLDSVIK SWEDEN Phone 0660-29 35 50 PARTIOAITTA OY Nuijamiestentie 5C 00400 HELSINKI FINLAND www.partioaitta.fi FRILUFTSLAND A/S Frederiksborggade 52 1360 COPENHAGEN DENMARK Phone +45-33 14 51 50 www.friluftsland.dk TREKITT 51 Eign Gate HEREFORD HR4 0AB GREAT BRITAIN Phone +44 1432 263335 www.trekitt.co.uk ADDRESSES ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG 59

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