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Fenix Outdoor International AG

Annual Report (ESEF) Apr 1, 2025

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549300OBIOEC0J5XEB682024-01-012024-12-31549300OBIOEC0J5XEB682023-01-012023-12-31549300OBIOEC0J5XEB682024-12-31549300OBIOEC0J5XEB682023-12-31549300OBIOEC0J5XEB682022-12-31ifrs-full:IssuedCapitalMember549300OBIOEC0J5XEB682022-12-31ifrs-full:SharePremiumMember549300OBIOEC0J5XEB682022-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682022-12-31ifrs-full:TreasurySharesMemberiso4217:EUR549300OBIOEC0J5XEB682022-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682022-12-31549300OBIOEC0J5XEB682023-01-012023-12-31ifrs-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:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682022-01-012022-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682023-12-31ifrs-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:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682024-01-012024-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682024-01-012024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682024-01-012024-12-31ifrs-full:NoncontrollingInterestsMember549300OBIOEC0J5XEB682024-01-012024-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682024-01-012024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682024-12-31ifrs-full:IssuedCapitalMember549300OBIOEC0J5XEB682024-12-31ifrs-full:SharePremiumMember549300OBIOEC0J5XEB682024-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300OBIOEC0J5XEB682024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OBIOEC0J5XEB682024-12-31ifrs-full:TreasurySharesMember549300OBIOEC0J5XEB682024-12-31ifrs-full:RetainedEarningsMember549300OBIOEC0J5XEB682024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300OBIOEC0J5XEB682024-12-31ifrs-full:NoncontrollingInterestsMember FENIX OUTDOOR ANNUAL REPORT 2024 2 ANNUAL REPORT 2024 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 12 Fjällräven 14 Royal Robbins 16 Tierra 18 Hanwag 20 Frilufts 24 EU Taxonomy regulation ANNUAL REPORT 26 Management report including Corporate Governance Report 29 Consolidated income statement 30 Consolidated statement of financial position 31 Consolidated statement of changes in equity 32 Consolidated cash flow statement 33 Notes to the consolidated financial statements 48 Audit report consolidated financial statements 50 Income statement, parent company 50 Balance sheet, parent company 52 Notes to the parent company financial statement 55 Audit report, parent company 57 Compensation report 60 Audit report, compensation report 61 Fenix Outdoor share data 62 Annual General Meeting 63 Addresses Annual General Meeting 2025-05-05 The Annual General Meeting of the shareholders of Fenix Outdoor International AG will be held at 2 p.m. on Monday, May 5, 2025, at Solna Strandvag 128 B, 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 Tuesday, April 29, 2025 at the following address: Fenix Outdoor International AGM, Solna Strandvag 128 B, 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 Thursday April 24, 2025 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 2020 0 200 400 600 800 2024202320222021 2020 0.0 22.5 45.0 67.5 90.0 2024202320222021 2020 0 4 8 12 16 2024202320222021 Frilufts MEUR Jan–Dec 2024 Jan–Dec 2023 External net sales 347.5 352.1 EBITDA 24.7 30.7 EBIT −5.7 0.4 Stores 106 106 Brands MEUR Jan–Dec 2024 Jan–Dec 2023 External net sales 173.2 198.3 EBITDA 52.8 53.0 EBIT 37.9 38.0 Stores 42 48 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 2024 Jan–Dec 2023 External net sales 164.6 188.5 EBITDA 14.1 27.9 EBIT 12.1 25.7 Stores 41 36 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 2024 FENIX OUTDOOR INTERNATIONAL AG 3 A challenging year has passed It was a challenging year, even more than we/I anticipated. e very strong market during Covid and eects from a low growth in many countries and other diculties arising from the po - litical and macroeconomic situation in the world aected our business. In earlier periods of low growth and recessions usu - ally the outdoor industry and Fenix Outdoor especially has gained from people buying more goods doing local outdoor ac - tivities and travelling less, but in 2024 the situation was dier- ent. People travelled more than ever and were also, to some ex- tent, already equipped with goods and equipment purchased during the covid. The quarters -10 -5 0 5 10 15 20 25 30 35 40 2023 2024 17,1 12,8 Q1 Q2 Q3 Q4 EBIT in MEUR per Quarter 0 50 100 150 200 250 180 163,8 156,2 149,6 223 197,5 180,2 174,6 Net sales in MEUR per Quarter Q1 Q2 Q3 Q4 2023 2024 2024 started very much as we expected it. We entered Q1 with a lower order book compared to the year before. is was mainly due to the inventory situation in the spring of 2023, which caused high insecurity among our retailers. e lower sales were also an eect from the divestment of Primus in 2023. e second quarter was more challenging than assumed. e retail market still faced a situation with higher-than-normal in - ventory, as well as a volatile trading because of the weather. ere were also indications that several retailers were facing some liquidity/nancial problems, limiting their ability to serve the market. e period was aected by a price pressure in the market. e third quarter continued as the second quarter. e re - tail market continued to be driven by price pressure and warm weather. e supply chain was aected negatively by the cri - sis in the middle east. is were, not only creating delays to Eu- rope, the following lack of containers also hurt deliveries to the US. e were some lights. China, where Fenix Outdoor oper - ates a JV, performed very well not only in the Q3, but over the full year. e 4th quarter started promising, but a delay in winter weather meant it slowed down before improving again towards the latter part of the quarter. We did run into shortage of some winter merchandise due to more conservative purchasing be - cause of the large inventory the year before. Other observations from the year passed A trend globally, valid for all periods, was that the digital sales channels in general underperformed compared to brick and mortar. Despite a total loss of sales vs 2023 of 7.3%. e brick- and-mortar business stand-alone showed was stable com - pared to the year before, that including the close of some non- protable addresses. So, on a like for like basis a growth was achieved. e cost saving actions decided in 2023 took some ef - fect already in 2024 lowering the total OPEX by 2%. e downsizing on inventory to a more relevant level and the cut in OPEX drove the cash ow of the year in a very posi - tive direction. During the year the group made some investments to strengthen its operations. In June Fenix Outdoor entered a partnership with the German outdoor brand Maloja to operate apparel production at their existing production facility, Viomo - da, in Plovdiv, Bulgaria. is is the rst step toward establishing apparel production in Europe at Fenix Outdoor, following our earlier announce change in production strategy. In March 2024 Fenix Outdoor acquired 30% of its local Fjäll - räven Brand retail partner, Arctic Fox s.r.o. Artic Fox runs six Fjällräven Stores and online business in the Czech Republic and 250 200 150 100 50 0 0,1 -6,5 37,4 28,6 0,4 2,6 4 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG Slovakia. Fenix Outdoor has an option to increase its owner- ship over time. In March 2025 another important and strategic important in - vestment was made. Fenix Outdoor acquired 65% of the shares in Devold of Norway AS, a pioneer in wool clothing for out - door activities and protective workwear. Following completion of the transaction, Devold will become Fenix Outdoor’s num - ber one wool brand. Fenix Outdoor also has an option to in- crease its ownership over time. Quoting Martin Axelhed Executive Vice President of Fenix Outdoor and responsible for the Brands segment of the group “We have searched extensively for a premium wool brand to complement our portfolio and have now found the right part - ner. Honoring Devold’s heritage and high-quality standards, we are eager to introduce outdoor enthusiasts and adventurers to Devold’s high-performance garments and build a leading glob - al wool brand.” 2025 and forward – possibilities, but also remained risks We are still facing a challenging market in 2025. In terms of or- derbooks for 2025 we do see an improvement for both fall and winter. ere are still signs of retailers being cautious of taking risks in inventory. ey are counting more on reorders from the brands. is means there is an increase of risk in our busi - ness, especially in purchasing, as we must take a larger risk to enable us to capitalize more in reordering. e supply chain as well as the political environment is also factors playing in. We have improved our inventory situations overall, even though we have not achieved the optimal level everywhere in the group. We are now focusing more on optimizing the lev - els which might mean increasing inventory in some parts of the operations to optimize sales. We will also work hard to integrate Devold in our Brand and distribution network. We are still facing a cost challenge going forward, both inter - nally as well as externally. Internally we are facing extra costs from implementing the new ERP system, while keeping old sys - tems running, as well as higher than normal costs running our logistics until we have fully implemented our warehouse oper - ation in Ludwigslust. We are also contemplating increasing our marketing spend for the next 18 months given the positive ex - perience we had last fall with the two larger campaigns we did in Germany and in the US (New York). Externally we are fac- ing a volatile supply chain, both in speed and cost, as well as po- litical challenges from potential trade wars, need to note tough that we have a limited exposure to the US vs China part of it. Thanks for all support I nalize by repeating my message from the Q4 report and give a big anks to our management, all employees, board, shareholders and not the least customers for their eorts and loyalty in helping us. All the best, Martin Nordin Chairman of the Board ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 5 6 ANNUAL REPORT 2023 FENIX OUTDOOR INTERNATIONAL AG MEUR 2024 2023 2022 2021 2020 INCOME STATEMENT Net sales 685.6 739.4 759.2 649.9 563.0 Depreciation/amortisation −57.9 −58.7 −55.2 −51.5 −48.9 EBITDA 95.3 113.6 138.7 135.4 110.0 Operating profit 37.4 54.9 83.5 83.9 61.1 Net financial income −2.1 −7.4 −0.7 −2.1 −7.6 Profit/loss after financial items 35.3 47.5 82.8 81.7 53.5 Income tax −20.7 −15.6 −21.8 −25.1 −19.6 Net profit for the year 14.6 31.9 61.0 56.7 33.9 BALANCE SHEET Fixed assets 275.7 277.3 265.0 265.4 255.0 Inventories 227.5 272.6 246.5 152.6 153.8 Accounts receivable - trade 59.2 51.6 55.8 60.9 38.2 Other current assets 12.7 9.3 12.9 8.2 13.7 Cash and cash equivalents, current investments 111.8 119.1 81.0 181.9 191.1 Assets held for sale - - 13.3 - - Total assets 686.9 729.9 674.6 668.9 651.7 Equity attributable to the Parent Company´s shareholders 413.2 417.2 405.0 381.4 353.7 Minority shareholdings 0.0 0.0 0.0 0.0 0.1 Provisions etc 8.8 11.5 13.5 15.4 16.1 Non-current liabilities, interest-bearing 129.4 126.5 109.3 126.3 138.8 Other non-current liabilities 0.7 0.2 0.3 0.2 0.7 Current liabilities Interest-bearing 37.5 65.7 40.4 37.7 56.5 Non-interest-bearing 97.3 108.8 103.9 107.9 85.8 Liabilities directly associated with the assets held for sale - 2.2 - - Total equity and liabilities 686.9 729.9 674.6 668.9 651.7 CASH FLOW Cash flow from operating activities 96.6 75.7 −7.0 118.7 110.0 Cash flow from investments activities −16.6 −24.7 −27.0 −34.4 −21.6 Cash flow after investments 80.0 51.0 −34.0 84.3 88.4 KEY RATIOS Change in sales, % −9.7 −2.6 16.8 15.4 −7.3 Profit margin, % 5.1 6.4 10.9 12.6 9.5 Return on total assets, % 6.1 7.8 12.7 12.8 9.3 Return on equity, % 3.6 7.6 15.5 15.4 10.1 Equity/assets ratio, % 60.2 57.2 60.0 57.0 54.3 Average number of FTE employees 2,790 2,972 2,837 2,446 2,439 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 6.63 8.29 10.62 8.11 6.21 Earnings per B-share, EUR 1.08 2.37 5.58 4.25 2.54 Equity per B-share, EUR 37.81 38.18 37.02 28.59 26.51 Market value as of December 31, EUR 102 102 102 120 102 P/E ratio 76 35 18 28 40 Dividend per B-share 1 ) 2.62 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 2024 FENIX OUTDOOR INTERNATIONAL AG 7 It all started in Örnsköldsvik 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 backpacks of that time were unsatisfacto - ry. He took matters into his own hands, build- ing a wooden frame. With this frame, the weight was evenly spread across his back so that the pack did not end up uneven, uncom - fortable and pear-shaped. It also meant he could carry more weight with ease. Åke’s in - novation quickly caught on, and in 1960 his new company Fjällräven became the rst to make and distribute framed backpacks for commercial use. Fjällräven is Swedish for Arc - tic Fox, honoring the small and highly adapt- able predator that lives in the Swedish moun- tains under the harshest conditions. From the small town of Örnsköldsvik, Fjällräven and Fenix Outdoor have now expanded to every corner of the world. e fundamental idea of the company remains the same: To pro - vide functional, durable and timeless equip- ment that makes the outdoors more enjoyable for all. We continue to nd smart, innova - tive solutions to make every adventure unfor- gettable. Growing into a global outdoor leader Åke had a growth mindset. Producing back- packs for Swedes was not enough – early on, he began expanding Fjällräven beyond Swe - den’s borders while also diversifying the product range to include tents, sleeping bags and apparel. In the early 1990s, Åke’s son Martin Nor - din joined the board and worked as a consul- tant for the group. With a strong background in management and nancial consulting, he introduced a more M&A-driven strate - gy. is approach led to the acquisition of two Swedish outdoor retail stores, form - ing the foundation of what would become Naturkompaniet – now Sweden’s leading outdoor retail chain. e acquisition was driven by the need to secure a strong, premium distribution network for Fjällräven in Sweden. Around this time, the company rebranded from Fjällräven Group to Fenix Outdoor, reecting its broader ambi - tions. In the early 2000s Martin ocially joined the management team, further strengthening the company’s strategic direction. is marked the beginning of a series of ac - quisitions, expanding both the brand and re- tail portfolios: • In 2001, the group acquired Naturkompani - et and the outdoor brand Tierra, known for its innovative, high-tech garments. • In 2004, the German footwear brand Hanwag joined the portfolio. • In 2011, the retail segment Frilus expanded with the acquisition of the Finnish outdoor retailer Partioaitta. • In 2014, the group acquired the German outdoor retailer Globetrotter. • e expansion of Frilus continued with the acquisition of the Danish retailer Frilusland in 2017 and the British retailer Trekitt in 2021. • In 2018, the U.S.-based outdoor and travel apparel brand Royal Robbins was added to the brand portfolio. • Since 2021, Naturkompaniet has expanded into Norway. • In 2025 Fenix Outdoor acquired the Norwe - gian wool specialist brand Devold. Beyond these acquisitions, the group has es - tablished distribution companies across Eu- rope, Asia and North America, reinforcing its position as a global outdoor leader. Products and Innovation Åke Nordin’s invention of the framed back- pack was the beginning of both Fjällräven and Fenix Outdoor. e group has since contin - ued developing products for an active outdoor life based on the customer’s needs. e range includes apparel, daypacks, back - packs, sleeping bags, tents, bags, outdoor shoes and boots. e products are high-quality, dura - ble and classically designed. Product develop- ment adapts to the demands of consumers and professional users. e brands are also trusted names, with considerable expertise and histo - ry in product design, materials and production. e philosophy is to oer optimal and func - tional products based on functional design. Functionality e brands of Fenix Outdoor work hard to develop functional equipment by careful - ly considering everything from new, smart- er solutions to improved material. Our goal is to oer outdoor equipment that allows you to spend more time enjoying nature. 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 2024 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT 2022 FENIX OUTDOOR INTERNATIONAL AG 9ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 9 Durability A Fenix Outdoor product is a guarantee that you will not need to buy a new prod - uct for a long time. Our users know that our products live up to strict requirements and last for many years, oen for generations. is long-life cycle depends on many fac - tors, such as production experience, superi- or choice of material, product assembly and strict quality controls during the produc - tion process. Dependability When we design our products, we choose ma- terial and solutions that combine to give you a safe, dependable product you will be able to use outdoors. We are aware that our equip - ment might be used in situations where there is not a lot of room for error. Our responsibility Fenix Outdoor is growing and constantly moving into new markets. is makes it even more important for us to take responsibility for every decision we make, whether we are in our home in Örnsköldsvik in northern Swe - den or in 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. Parent company e parent company is Fenix Outdoor Inter- national 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 professionalism, 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 glob - al retail network with strong brands. Own- ing and operating a retail network increases control of the value chain through close con - tact 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 sponsor - ing. e group works actively to protect and develop its brands and retail operations, which are described in more detail on pag - es 12–25. Brand management includes ac- tive brand protection through legal activities to preserve and strengthen the brands. Activ - ities to strengthen the brands include sever- al 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. Common services e Fenix Outdoor Group’s organization aims to achieve economies of scale within the administration and to centrally coordi - nate the activities within its business units. is entails realizing synergies through cen - tral core functions such as IT, nance, HR, corporate social responsibility (CSR), legal, communications and shared logistical ser - vices from four major central warehouses in the Netherlands, Germany, Canada and the United States. In the German warehouse, the largest one, we have recently invested in an automatic sorter to make the outbound pro - cess more ecient. Number of employees e average number of full-time equiva- lent employees in the group totaled 2,972 in 2024. Distribution e Brands segment operates distribution companies concentrated on sales of a sin - gle brand and operates business-to-consum- er sales through brand retail stores in Europe and North America. e Brands segment also operates online sales in all major markets. e Global Sales segment consists of Fenix Out - door multibrand 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-commerce operation run by each local brand. 2011 The Finnish outdoor retail chain Partioaitta Oy is acquired. 2004 Hanwag is acquired. 2013 Passing 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. 2025 In 2025 Fenix Outdoor acquired the Norwegian wool specialist brand Devold 10 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 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 CFO Thomas Lindberg, Finance 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 DEVOLD 65%, aquired March 4, 2025 ANNUAL REPORT 2022 FENIX OUTDOOR INTERNATIONAL AG 11ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 11 Brands Our Brands Division comprises ve brands: Fjällräven, Hanwag, Royal Robbins, Devold and Tierra. is portfolio enables us to cater to all the diverse apparel and footwear needs of our outdoor con - sumers. While our brands share numerous characteristics, three key attributes stand out across all ve: Strong Heritage Premium Products 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 400+ 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 brands, please explore the following pages. BRANDS FRILUFTS GLOBAL SALES External sales per market, MEUR Jan-Dec 2024 Jan-Dec 2023 Jan-Dec 2024 Jan-Dec 2023 Jan-Dec 2024 Jan-Dec 2023 Switzerland 1.2 0.7 - - 7.9 10.7 Sweden 9.3 11.4 73.2 73.9 - - Other Nordic countries 1.8 2.4 62.6 60.5 31.5 33.2 Germany 52.4 64.1 189.9 197.1 - - Benelux 18.4 17.0 0.3 0.3 10.7 10.8 Other Europe 16.4 20.0 21.5 20.3 39.2 42.2 Americas 67.3 80.3 - - 44.7 54.8 Other World 6.4 2.4 - - 30.6 36.8 Total 173.2 198.3 347.5 352.1 164.6 188.5 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 2024 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT 2024 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 continues to grow today. Fjällräven’s suc - cessful history rests on a series of highly inno- vative products that are bestsellers to this day, including the Expedition Down Jacket, the Greenland Jacket, the Kånken backpack and the Bergtagen range of mountain apparel and equipment. Brand characteristics Fjällräven continues to be an industry-leading outdoor brand, always striving to create long- lasting products of the highest quality, pro - duced with the lowest possible environmental impact, simultaneously encouraging custom - ers and advancing the ongoing movement away from fast fashion and toward outdoor. 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 Noteworthy products in 2024 are a versatile mix of iconic successes, rising stars and new initiatives, all showcasing Fjällräven’s clear fo - cus on functionality, durability and timeless design. e iconic Expedition Down Jacket, rst created in 1974, celebrated its 50th anni - versary this year, generating more buzz, more awareness and more sales. In the daypack seg - ment, High Coast backpacks and Skule back- packs continued to grow in popularity across all major markets. And a new family, Färden, successfully launched a number of state-of- the-art travel products for land, sea and air. Activities in 2024 As always, product development and inno- vation have been core areas of focus for the company. Distribution of our updated trou - ser ts have reached almost all global mar- kets, catering for and attracting more diering body types and sizes. Management of inven - tory levels has been successful throughout the year, and all positions remain reduced. Mar - keting has focused on creating more glob- al awareness around the importance of prod- uct durability and long-term use for a reduced environmental footprint, through Fjällräven’s proactive values and long-lasting products. A substantial and successful eort was made to create more awareness and grow revenue in Germany, with good learnings and great re - sults. is year our popular and inclusive event Fjällräven Classic introduced multiday trek - king and good trail ethics to more than 4,000 people in seven dierent countries as part of our ongoing mission to inspire, educate and make people ambassadors of nature. Our pin - nacle winter event Fjällräven Polar, which takes place in the Arctic Circle, created a re - cord number of applicants and target reach within designated audiences in all our key markets. Outlook for 2025 Important new initiatives and launches will bring Fjällräven top-of-mind for nature en - thusiasts and those new to nature at multi- ple times during the year. e launch of our new product family Hoja – cycling equip - ment for the long ride – introduces a new area of expertise and energy for the brand, oer - ing high-quality, multifunctional products custom-made for bikepacking and gravel rid - ing with a contemporary “saddle-to-table” approach. Our versatile collection of appar - el and equipment developed for life above the treeline, during the challenging ascent, the ex - hilarating ride down and the moments in be- tween in the valley, will attract a wide audi- ence, both professionals and fun-seekers, in the alpine community. We are also working with Gore-Tex again, who have now developed waterproof technol - ogy and DWR that is made without PFAS – a group of harmful chemicals that we banned back in 2009 – and can oer customers Fjäll - räven shells that are even more Fjällräven: more functional, more durable, still timeless and repairable, and Guaranteed to keep you dry®. We are also launching a new lightweight backpack in the trekking category – a wel - come addition to the acclaimed Kajka assort- ment of backpacks developed to cater to those who want to carry a light trekking backpack, without compromising on durability, com - fort or the functional cleverness of the Kaj- ka series. Overall, we believe that through our com - mitment to innovation and producing the best, most long-lasting outdoor clothing and equipment, with the least possible environ - mental impact, supported by inclusive and in- spiring events and experiences, we will con- tinue to stand out as a unique and reliable outdoor brand – well worth the trust of nature enthusiasts all over the world. Quality equipment for a lifetime of use. Our decades-long outdoor expertise and a steadfast commitment to innovation continue to meet the growing demand for sustainably produced, high-quality equipment that stands the test of time. 14 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG Brand Characteristics Conceived on Half Dome. Born in base camp. 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, com - fortable clothes that lived up to their demands. What you found at the local Army-Navy sur - plus store was the norm. Liz believed climb- ers deserved better. She and Royal ditched their worn-down garb, leaned into years of experi - ence and went into the clothing business. As one of the original U.S. outdoor brands, Royal Robbins 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. Addi - tionally, our wool sweaters showcase our pref- erence for natural bers and our commitment to durable, versatile and comfortable clothes made with the highest sustainability, social and environmental standards. Liz and Royal’s climbing legacy and bold vision for life inuence everything we do. Royal had a rm belief that nature and adven - ture are good for the soul – a belief that con- tinues to guide us today. Activities in 2024 2024 was an exciting year as the team be- ganexecuting ourgrowth strategy and stra- tegic plan. Wehoned ourbrand position around the belief that “nature and adventure are good for the soul,” established a reinvigorated marketing strategy and launched a focused go-to-market plan centered on our core consumers, the nat - ural adventurers. Public relations eorts con- tinued to strengthen. We garnered a spot on Popular Science magazine’s “Top 50 Greatest Innovations” for our new Mosquito Protection Technology (MPT), while generating aneight- foldincrease in reach.Our launch into social and aliate inuencer programs created stron - ger connections with our fans, generated excit- ing user-generated-content and contributed to a signicant li in brand reach. We strength - ened our commitment to protecting the places where our fans adventure through our partners at the Conservation Alliance and Yosemite Climbing Association. We also launched the Royal Robbins Hangboard Challenge at con - sumer and trade events, directly engaging with more than 1,500 consumers. We also strengthened our product oering with an emphasis on serving our fans through performance apparel that emphasizes com - fort, versatility and sustainability. Our2024 collection was focused and energized and drove excitement with retailers and consum - ers. Our2025 line builds on that momentum and positions us well for growth. Key Products Our products are rooted in our brand. We celebrated the 25th anniversary of the Des - ert Pucker shirt, an industry icon, having sold more than a million shirts. Our Spotless dress - es continued to set the standard for adventure and have achieved a leadership position for key retailers in Europe and the United States. And our RWS-certied merino wool sweaters, led by Westland’s Fairisle, led the way to strong sell-throughs at retail, making Royal Robbins a favorite of consumers and retailers. Outlook 2025 2025 will be the rst year our growth strategy is fully materialized across product, distribu - tion and marketing areas. In spring we will launch an expanded col - lection, bringing new styles and exciting col- ors and heritage prints to this iconic brand. By popular demand, we will also expand the collection to include women’s Puckers while continuing to lead with Spotless adventure dresses. Our new Mosquito Protection Tech - nology (MPT) is already generating interest and expectations ahead of its March launch. In the fall we look forward to deliver - ing what could be one of our strongest col- lections ever, led by our 100 percent merino wool sweaters and our enhanced Shacket col - lection, featuring the El Cap Shacket in both men’s and women’s.  We will continue to emphasize direct con - nections with our fans through our prod- ucts, consumer events and expanded digital and aliate marketing programs, while add - ing even more energy to our PR eorts – al- waysreinforcing the truth that nature and adventure are good for the soul. Born in Yosemite Our mission is to help people feed their soul through nature and adventure.For more than 55 years, Royal Robbins has been trusted and worn by climbers and those seeking a life of adventure. ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 15 16 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG Brand Characteristics With more than 40 years of experience devel- oping outdoor apparel for demanding con- ditions, Tierra is committed to creating tech- nical outdoor apparel with longevity by sourcing the best materials and solutions, en - suring a sustainable path forward for both the brand and the end user. Founded in 1983, Tierra embraced techni - cal fabrics from the start. e brand gained prominence in 1991 when it supplied cloth - ing for the rst successful all-Swedish Mount Everest expedition. Despite having no pri - or experience in designing for high-altitude expeditions, the project was a success. Since then, Tierra has outtted countless expedi - tions and outdoor professionals. Innovation, a drive for constant improvement and a belief that nothing is impossible have become inte - gral to Tierra’s DNA. Key Products Tierra specializes in technical outdoor apparel for challenging mountain environments. Core products include the Roc Blanc, Tolpa and Östra jackets, along with the versatile Back Up Jacket. ese are complemented by Roc Blanc, Mörviken and Back Up pants. Soshell pants continue to be an important segment. e Ace Pants and Lite Track Pants cater to colder seasons, while lighter options suit warmer months. Activities in 2024 For Spring Summer, “SS”,24, Tierra intro- ducedNallo, a lightweight technical eece de- signed for year-round use as a mid- or out- er layer for high-intensity activities. Nallo has been well received both through Tier - ra’s e-commerce platform and in Frilus re- tail channels. In Fall Winter, “FW”, 24 it was joined byKvaløya, a heavier-weight eece of - fering increased insulation. Tierra also launched theTolpa Jacket, fea - turingePE (PFC-free) Gore-Tex, replacing the popular Nevado and marking a near-complete transition to the new Gore-Tex ePE technol - ogy. A close partner with Gore since 1983, Tierra continues to integrate this 100 percent uorocarbon-free membrane into garments made from 100 percent recycled polyester. FW24 saw Tierra’sre-entry into the down categorywith the launch of theKebnepak - te and Tarrekaise down jackets, both receiv- ing strong market feedback. eKebnepak- teis a high-performance jacket for extreme conditions, while theTarrekaiseis a versatile all-rounder. Tierra’s e-commerce has experiencedsteady growth since its launch in early 2024, with Sweden and Germany driving the majori - ty of sales. Outlook for 2025 In Q1 2025, Tierra will showcase itsfull as- sortment in a pop-up storein collaboration withNaturkompaniet at Mall of Scandinavia. is initiative oers an excellent opportunity to engage with both customers and retail sta. For FW25, Tierra will introduce the latest iterations of theiconic Roc Blanc jacket and pants, alongside updated versions of the best- sellingBack Up jacket and pants—complet - ing the transition toPFC-free Gore-Tex ePE membranes. E-commerce will remain a key focus area, with eorts to increase both turnover and brand awareness in existing and new markets. Apparel Made for Life Above the Tree Line Over the past few years, Tierra has refined its assortment, phasing out styles that did not align with the brand’s identity. Now we are focused on building for the future with the right products and categories. "Functional designs built on technical materials with key sustainability properties are at the core of our continued development and evolution,"says Brand Manager Jim Bakerød. ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 17 18 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 19 Brand characteristics Despite continuing and signicant market turbulence, Hanwag’s 2024 results were pos - itive, even if they fell short of the previous year’s. e sector faces costs that are rising unabatedly, a decline in consumer consump - tion and retailer reluctance to make purchas- es. ese factors aect Germany, Hanwag’s key market, and therefore had a big impact on earnings. Nevertheless, the company only narrowly missed its target for 2024. Howev - er, above all, it quickly realized how the year would pan out and took steps to cut costs. As a result, margins were higher than planned, while prot was above the budget forecast. e rm’s own production facility, Progressz in Hungary, again made a valuable contribu - tion. Hanwag delivered pre-orders on time and gave customers a reliable basis on which to plan. It also positioned itself as a business partner to be trusted, with high-quality, 100 percent made-in-Europe footwear. Key products Last year, Hanwag took another step toward new markets and a younger, auent target group with a love of fashion and heritage. Fol - lowing the Rotpunkt LL, which was launched in 2023, the company is consistently adding more models to the Rotpunkt family. e Rot - punkt Low GTX has returned to the collec- tion and marries climbing history and brand heritage with style. Directed at the same target group, the Alaska XC was launched in stylish and customizable color combinations – it’s a Hanwag classic and has been in the collection since 1996. Last year, Hanwag also launched three models as part of exclusive fashion col - laborations: Bergler Unownedspaces, the Ber- gler eye_C II and the Gritstone II eye_C GTX. What’s more, the Kalixfors SF Extra GTX was the rst Hanwag boot custom-developed for hunting and marked the start of a planned hunting collection. Activities in 2024 From a marketing perspective, Hanwag con- centrated on women as a target group in 2024. is focus involved the successful roll - out of an extensive marketing campaign with Katharina Krepold, brand ambassador and one of the Hanwag Sole People. Hanwag por - trayed the young alpine dweller on You- Tube. e video was outstandingly popu- lar, with 147,000 views over a short time. It was anked by social media posts, which were also some of the most successful in a year-on-year comparison. As part of the Fe - male Explorer outdoor camp for FLINTA, a Hanwag boot-care workshop was held in the summer. Multiple collaborations with inu - encers also steadily positioned Hanwag with a female target group. In summer, the brand held an event at Paris Fashion Week where its Bergler Unownedspaces boots attracted a lot of interest. e boots were then launched with a major marketing campaign on the German online retailer Zalando. Products such as our double-stitched footwear, which reect crasmanship, quality, history and brand values, are still popular across all sec - tors and target groups. Outlook for 2025 In 2025, the market will remain challenging overall. However, Hanwag still expects con - tinued healthy demand for its products. e company will continue to shore up its posi - tion as a supplier of high-quality footwear and tap into new target groups with signicant po - tential. For instance, in summer 2025 it will launch the Kaduro Light GTX. is light - weight, well-cushioned and durable low-cut hiking shoe is impressive. It comes with GO - RE-TEX Invisible Fit technology and an inno- vative midsole made from eTPU particles and PU. Hanwag collaborated with BASF to de - velop this technology, which is unique in the outdoor footwear sector. While the compe - tition only makes boots of this type in Asia, Hanwag stands apart for producing them in Europe. We’re aiming to attract the grow - ing long-distance hiker target group, which is new for us. e Kaduro Light GTX is the rst product in a family that we hope will help us do so. Hunters are another target group that is growing, but not one we focused on previous - ly. Nevertheless, it has long signaled huge po- tential for Hanwag. From 2025 Hanwag aims to increasingly expand this segment, invest - ing time and money to establish its own hunt- ing collection in the long term. ese plans make us optimistic about the future, and we look forward to writing further chapters of our success story. Hanwag weathers challenges and taps into new, high-potential target groups Considering market volatility, 2024 was a good year for the tradition-steeped Bavarian shoemaker. As an authentic brand with robust values, Hanwag again performed well in the life- style sector as well as the traditional outdoor sector. Because it drew on new, high-potential target groups, a robust product base and reliable partnerships, Hanwag’s future looks bright. 20 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG Focus on Care & Repair. Pop-up repair stores in selected stores to promote introduction of repair service in corporation with an external partner. Greenland Wax and Hanwag boot care event in all Fri- luftsland stores in corporation with Fenix Denmark. 10 years, 1 Million Euros – Partioaitta Celebrates Nature Bonus ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 21 FRILUFTS RETAIL EUROPE AB FRILUFTSLAND NATURKOMPANIET GLOBETROTTER PARTIOAITTA TREKITT 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 1 franchise stores) and 11 in Norway, 21 in Finland, 21 in Germa - ny (including 1 franchise store), 14 in Den- mark and 1 in 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 2024 During the year we kept reinforcing our pre- mium position in each market and we won several sustainability awards, such as inclu - sion on the Sustainable Brand Index in both Sweden and Finland. We relocated two stores in Sweden in Uppsala and Täby, and by ac - quiring a company we added one more store in Kristiansand in Norway. Due to low prot - ability we also closed two stores, Karlsruhe in Germany and Kongsberg in Norway. We also undertook organizational and cost-cutting ac - Frilufts retail continues to reinforce the premium market position in each market and we have won several sustainability awards Frilufts have taken many short term actions to manage the challenging retail landscape in 2024. 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. tions, mainly in Germany, to ensure that we are leaner and faster going into 2025. e work with our IT systems contin - ues, and the systems will soon be ready to be launched in Sweden and Finland. We have also nalized a big project to create and share master data within the Frilus group. e system for this was launched in Febru - ary 2025. 2024 was another challenging year for re - tail. Consumers kept their wallets tight, and big overstocks in the markets led to a lot of price pressure. e weather continues to be unpredictable. We have seen heat records in the “wrong periods,” and this has been visi - ble in trac both in the stores and on e-com- merce. In some markets we have been able to handle the situation, with stable sales and im - proving margins, while the situation in other markets has been tougher. Outlook 2025 Heading into 2025 we are carefully optimistic. Some markets are still having a tough time, and many factors including geopolitical devel - opments can aect consumption. But we be- lieve that the worst hangover and saturation from the Covid period is over, and overstocks at both suppliers and retailers are going down. We also see fewer price increases and lower Relocate to a new location in Täby Centrum, with better visibility in the shopping mall. 22 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG interest rates, which should normally be good for consumption. Another positive signal is that some of the product categories that had the biggest peaks during the pandemic, followed by the biggest saturation and dip aerward, are starting to bounce back, so that is promising. e strong travel trend and desire to see other parts of the world is still robust, and we have a perfect assortment for that. Our stores in tourist locations are doing well, especially in Sweden and Norway, where currencies are still weak. We think we will continue to bene - t from strong tourism. Bringing the new IT systems to life, espe - cially in Sweden and Finland, is a big proj- ect for 2025. We look forward to the benets from the new systems. We continue to focus on costs and to run eective operations in all markets. We took many actions in 2024 and we will continue with more in 2025. Freiluft Testival: Globetrotters an- nual testival attracted over 50.000 visitors in the Big7 Cities (Hamburg, Berlin, Dresden, Cologne, Munich, Stuttgart, Frankfurt). Second Hand played a major role in the event with a dedicated area and tent and over 1100 2nd Hand items sold. Summit Days: Our an - nual seasonal kick o in march in Hamburg with the product team and the sa les sta from all stores. Educating on new products, honing not only sa les skills and of course continuing building the Globetrotter team. Following successful rental schemes run by other Frilufts retailers, Trekitt launched their own oer in November 2024. Recognising that 'cost' can often be a barrier to people enjoying the full range of what the out - doors has to oer, Trekitt's new ren tal service provides customers with a convenient and cost-eective way to try out outdoor gear. Trekitt are currently the only retailer in the UK who oer this kind of 'cross brand,' door-to-door ren tal service, and we're excited to see a new group of customers benefit from high quality equipment, without the long-term commitment. ANNUAL REPORT 2024 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 21 stores (including 1 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 Scout - varor AB and in 1991 the stores changed their name to Naturkompaniet. Today, Naturkompaniet is Swe - den’s largest outdoor retailer, with 37 stores (includ- ing 1 franchise) and a fully operational e-commerce site. Naturkompaniet sells equipment for outdoor and travel activities 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. Established through a merger of several dier - ent scouting organizations, Partioaitta (“Scout Shops” in English) is now 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 of - fer. The first store had a sales area of 16 square me- ters, and in winter it was only open in the afternoon. Nowadays, Friluftsland is an omnichannel chain with 14 stores and a web shop focusing on premium-quali - ty 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 specialized e- commerce business. Trekitt’s motto is “Live the Out - doors” and ever since its inception the company 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 2024 FENIX OUTDOOR INTERNATIONAL AG Under Article 8 of the Taxonomy Regulation large undertakings that are required to publish non-nancial information pursuant to theCorporate Sustainability Reporting Directive(CSRD) have to dis - close information on how and to what extent their activities are as- sociated with environmentally sustainable economic activities. For this, the Disclosures Delegated Act species key performance indica - tors (KPIs) related to turnover, capital expenditure (CapEx) and op- erational expenditure (OpEx) that non-nancial undertakings must disclose. An activity is considered environmentally sustainable if it makes a sub - stantial contribution to at least one of the following environmental ob- jectives: 1. Climate change mitigation 2. Climate change adaptation 3. e sustainable use and protection of water and marine resources 4. e transition to a circular economy 5. Pollution prevention and control 6. e protection and restoration of biodiversity and ecosystems – while doing no signicant harm (DNSH) to any of them. e business concept of Fenix Outdoor is to develop and market high-quality, durable lightweight outdoor products through a selected retail network. e main activity of Fenix Outdoor is not considered included in the EU Taxonomy scope. However, Fenix Outdoor can list a couple of activities that generate nancial streams and are EU Taxon - omy eligible business activities. We deem none of the below described activities as taxonomy-aligned, since they don’t fully align with the technical screening criteria. Business activities contributing to climate adaptation and climate change mitigation 1. Acquisition and ownership of buildings Fenix Outdoor have not acquired any new buildings during 2024, but have signicant right of use assets (stores, warehouses, cars, oc - es etc). New or renegotiated right of use assets for stores, warehouses and oces are threaten as Acquisition of owner ship of buildings, but for the validation of necessary data for alignment it has been chal - lenging and therefore reported as not environmentally sustainable activities. 2. Installation, maintenance and repair of charging stations for elec - tric vehicles in buildings (and parking spaces attached to build- ings) – details are given in the CSR Report 2024 3. Data processing, hosting and related activities 4. Transport by motorbikes, passenger cars and light commercial ve - hicles Business activities contributing to the transition to a Circular Economy 1. Repair, refurbishment and remanufacturing 2. Sale of second-hand goods Fenix Outdoor have provided services for repair of shoes etc for a long time. Rental services and secondhand oering have started on a small - er scale recent years. e CSR Report 2024 describes in detail Fenix Outdoor’s contribu - tion to sustainable development and species in Chapter 2 of the CSR Report our approach to environmental, in Chapter 3 our approach to economical and in Chapters 4 and 5 our approach to social and soci - etal sustainability. EU Taxonomy regulation Netsales KPI Substancial contribution Do no significant harm ECONOMIC ACTIVITIES A Taxonomy-Eligible Activities A.1 Environmental sustainable activities Taxonomy-aligned Net sales from sustainable activities of which Enabling N/EL N/EL N/EL N/EL N/EL N/EL - - - - - - of which Transitional - - - - - - A.2 Net sales from eligible but not enviromental sustainable activites (not Taxonomy-aligned activites) Sales of repars and second-Hand goods 3,709 Net sales from eligible but not enviromental sustainable activites (not Taxonomy-aligned activites) 3,709 0.54% 0.54% A Net sales from taxonomi-eligible activities 3,709 B Taxonomi-non-eligible activities Net sales from non eligible activities 681,873 Total 685,582 Code Net sales % of revenue Climate cahnge mitigation Climate change adaptation Water Pollution Circular Economy Biodiversity Climate cahnge mitigation Climate change adaptation Water Pollution Code Biodiversity Y = Yes, taxonomy-eligible and taxonomy-aligned activity with the relevant enviormental objective N = No, taxonomy-eligble but not taxonomy-aligned activity with the relevant enviormental objective N/EL = Not eligible, taxonomy non-eligble activity for the relevant enviormental objective EU TAXONOMY REGULATION ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 25 Capex KPI Substancial contribution Do no significant harm ECONOMIC ACTIVITIES A Taxonomy-Eligible Activities A.1 Environmental sustainable activities Taxonomy-aligned Capex from sustainable activities of which Enabling N/EL N/EL N/EL N/EL N/EL N/EL of which Transitional A.2 Capex from eligible but not enviromental sustainable activites (not Taxonomy-aligned activites) Acquisition and ownership of buildings 43,573) Capex from eligible but not enviromental sustainable activites (not Taxonomy-aligned activites) 43,573 6.36% N/EL N/EL N/EL N/EL N/EL N/EL A Capex from taxonomi-eligible activities 43,573 B Taxonomi-non-eligible activities Capex from non eligible activities ) Total 43,573 Code Capex % of revenue Climate cahnge mitigation Climate change adaptation Water Pollution Circular Economy Biodiversity Climate cahnge mitigation Climate change adaptation Water Pollution Circular Economy Biodiversity Y = Yes, taxonomy-eligible and taxonomy-aligned activity with the relevant enviormental objective N = No, taxonomy-eligble but not taxonomy-aligned activity with the relevant enviormental objective N/EL = Not eligible, taxonomy non-eligble activity for the relevant enviormental objective ) Additional Right of use assets 2024 ) Purchased intangible and tangible assets 2024 Opex KPI Substancial contribution Do no significant harm ECONOMIC ACTIVITIES A Taxonomy-Eligible Activities A.1 Environmental sustainable activities Taxonomy-aligned Capex from sustainable activities of which Enabling N/EL N/EL N/EL N/EL N/EL N/EL of which Transitional A.2 Capex from eligible but not enviromental sustainable activites (not Taxonomy-aligned activites) Sales of repars and second-Hand goods 0 Capex from eligible but not enviromental sustainable activites (not Taxonomy-aligned activites) 0 0.00% A Capex from taxonomi-eligible activities 0 B Taxonomi-non-eligible activities Capex from non eligible activities 368140 Total 368140 Code Capex % of revenue Climate cahnge mitigation Climate change adaptation Water Pollution Circular Economy Biodiversity Climate cahnge mitigation Climate change adaptation Water Pollution Circular Economy Biodiversity Y = Yes, taxonomy-eligible and taxonomy-aligned activity with the relevant enviormental objective N = No, taxonomy-eligble but not taxonomy-aligned activity with the relevant enviormental objective N/EL = Not eligible, taxonomy non-eligble activity for the relevant enviormental objective EU TAXONOMY REGULATION 26 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG Taxonomy-aligned per objective Taxonomy-eligible per objective CCM 0% 0% CCA 0% 0% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% PROPORTION OF NET SALES / TOTAL NET SALES Taxonomy-aligned per objective Taxonomy-eligible per objective CCM 0% 0% CCA 0% 0% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% PROPORTION OF CAPEX / TOTAL CAPEX Taxonomy-aligned per objective Taxonomy-eligible per objective CCM 0% 0% CCA 0% 0% WTR 0% 0% CE 0% 0% PPC 0% 0% BIO 0% 0% PROPORTION OF OPEX / TOTAL OPEX CCM– Climate Change Mitigation CCA – Climate Change Adaptation WTR – Water and Marine Resources CE – Circular Economy PPC – Pollution Prevention and Control BIO – Biodiverity and ecosystems Row Nuclear energy related activities 1 The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electric- ity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle. No 2 The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies. No 3 The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades. No Row Nuclear energy related activities 4 The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. No 5 The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/ cool and power generation facilities using fossil gaseous fuels. No 6 The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels. No EU TAXONOMY REGULATION ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 27 MANAGEMENT REPORT ANNUAL 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 2024. 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 brand. • Frilufts includes the retailers Naturkompaniet AB, Naturkompaniet AS, Partioaitta Oy, Globetrotter Ausrüstung GmbH, Friluftsland A/S, Trekitt and Exist A/S. The three business segments are supported by common functions for management, CSR/CSO, finance, HR, IT, legal 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 market situation in 2024 was challenging and the retailers were cautious of tak- ing risks in inventory. The supply chain, not at least to Europe, was aected by the middle east situation. The inventory position in total was impoved to a relevant level, even though, we have not achieved the optimal level everywhere in the group. SALES AND PROFIT The group’s net sales decreased/increased by 7.3% to MEUR 685.6 (MEUR: 739.4). The operating profit decreased to MEUR 37.4 (MEUR: 55.0). PROSPECTS FOR 2025 We are still facing a challenging market in 2025. In terms of orderbooks for 2025 we do see an improvement for both fall and winter. The retailers are still more counting on reorders from the brands. This means there is an increase of risk in our business, especially in purchasing, as we must take a larger risk to enable us to capitalize more in reordering. EMPLOYEES The average number of employees, as well as salaries, remuneration and social security contributions, are reported in Note 5. The board’s proposal to the Annual General Meeting regarding remuneration to Senior Executives is declared in the compensation report on pages 53-55. LIQUIDITY AND FINANCIAL POSITION The group’s total cash and cash equivalents totalled MEUR 111.8 (MEUR: 119.1) as of December 31, 2024. The group’s interest-bearing liabilities, including lease liabili - ties, decreased to MEUR 166.9 (MEUR: 205.4). The group’s total equity attribut- able to the Parent Company’s shareholders at the end of the year was MEUR 413.2 (MEUR: 417.2), which corresponds to an equity ratio of 60.2% (56.1%). 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. On the shorter perspective also the “Covid outdoor boom” disturbed the more normal trends. • 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 outdoor life trend. Some markets in warmer climates, which have a dierent product mix, are still more impacted by single product trends compared to other more traditional out - door markets. • Pandemic risks. The group has shown that it is well prepared to handle crisis like that. • Currency risks. The group’s net sales in dierent currencies are distributed as fol - lowing: SEK 12%, EUR 54% including DKK, USD 18% and other currencies 16%. 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. The group had out - standing currency forwards as per December 31, 2024, where 36 MUSD had been purchased against 33.4 MEUR. If no hedge made, a 5% change of the USD/EUR rate would result in an annual eect of MEUR 3.4. • 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 totalled MEUR 23.1 (MEUR: 27.0). Around 50% of the investments were attributable to the digital environment. 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, the independent proxies and Au- ditors 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 61.5% of the company nominal share value, corresponding to 85.2% 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 auditors 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. 28 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG MANAGEMENT REPORT Duties of the board The board of Fenix Outdoor International AG consists of six members elected individually 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 seven minuted meetings, where o two hold on digital basis. 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. An economic and financial report is submitted at each regular meeting. The board convenes annually with the company’s auditors in order to review the audit 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 mat - ters relating to remuneration. The members of the remuneration committee are Ulf Gustafsson and Susanne Nordin. The 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 moni - tored 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 ac - counting and financial reporting procedures, and has followed §28up and evaluated the work, qualifications 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 company management’s review of financial information and the compliance management reporting. The controls are also there to ensure that any material errors are rectified. 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 2024 Directors Attendance, regular and extraordinary meetings Martin Nordin, Chairman 7 Mats Olsson 7 Ulf Gustafsson 7 Sebastian von Wallwitz 7 Susanne Nordin 7 Rolf Schmid 7 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 2024-12-31 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 personnel options outstanding as per 2024-12-31 (per 2023-12-31 66,000 personnel options). OWNERSHIP STRUCTURE Fenix Outdoor International AG had 8,118 shareholders at the end of 2024. The ownership participation of the ten largest shareholders constituted 84.1% of the total capital. A list of the major shareholders can be found on page 62. 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 29-47. PROPOSED APPROPRIATION OF PROFITS IN PARENT 31.12.2024 TEUR Profit reserves at the beginning of the period 208,130 Dividend on own shares 169 Net profit of the year 147,929 Profit reserves at the end of the period 356,228 Allocation to the general legal profit reserves - Profit to be carried forward 356,228 PROPOSAL FOR DISTRIBUTION OF DIVIDENDS Capital contribution reserves TEUR 287,348 Dividends TEUR -35,239 Capital contribution reserves TEUR 252,109 * SEK (Swedish Kronor) 1.5 per A-share and SEK 15.0 per B-Share calculated at 11.459 EUR/ SEK and an extra dividend of SEK 1.5 per A-share and SEK 15.0 per B-Share. 24,000,000 x (1.5 + 1.5) + 11,060,000 x (15.0 + 15.0) = SEK 403,800,000 = EUR 35,238,677. THE BOARD’S STATEMENT ON THE PROPOSED DIVIDEND The board’s opinion is that the total proposed dividend, including the extra dividend, of SEK 3.0 (1.5) per A-share and SEK 30.0 (15.0) per B-share will not hinder the company from fulfilling its short and long-term obligations, nor from making any nec - essary investments. The liquidity position is being maintained at a satisfactory level. ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 29 CONSOLIDATED INCOME STATEMENT CONSOLIDATED INCOME STATEMENT Amounts in TEUR 2024 2023 Net profit for the year 14,615 31,970 Not to be reclassified in the income statement in the future: Re-measurements of post employment benefit obligations –9 −62 Taxes –18 3 To be reclassified in the income statement in the future: Change in translation reserve during the period –4,447 −1,049 Exchange dierences on translation of discountinued operations Cash flow hedges 3,152 −762 Taxes –694 168 Total other comprehensive income for the year: –2,015 −1,702 Total comprehensive income for the year 12,600 30,268 Total comprehensive income attributable to: Parent Company's shareholders 12,497 29,943 Non-controlling interests 103 325 STATEMENT OF OTHER COMPREHENSIVE INCOME Amounts in TEUR Note 2024 2023 Net sales 4 685,582 739,444 Other operating income 6 13,219 10,720 Income 698,801 750,164 Cost of goods –295,264 −318,592 Other external expenses –157,089 −164,719 Personnel expenses 5 –153,177 −154,401 Depreciation/amortisation 10,11,12 –57,874 −58,696 Result from investments in joint ventures and associated companies 7 2,010 1,224 Operating profit 4 37,407 54,981 Financial income 8 4,367 1,014 Financial expenses 8 –6,502 −8,420 Profit before tax 35,272 47,574 Income tax expense 9 –20,657 −15,604 Net profit for the year 14,615 31,970 Net profit for the year attributable to: Parent Company's shareholders 14,455 31,572 Non-controlling interests 160 398 Earnings per share attributable to the Parent Company's shareholders after dilution and before dilution in EUR A shares, before dilution 0.108 0.237 A shares, after dilution 0.108 0.236 B shares, before dilution 1.08 2.37 B shares, after dilution 1.08 2.36 Weighted average of outstanding shares, A 24,000,000 24,000,000 Weighted average of outstanding shares, B 10,927,663 10,927,663 Proposed dividend per share (EUR) - A shares 0.262 0.135 Proposed dividend per share (EUR) - B shares 2.618 1.352 30 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG CONSOLIDATED STATEMENT OF FINANCIAL POSITION CONSOLIDATED STATEMENT OF FINANCIAL POSITION As of 31 December, Amounts in TEUR Note 2024 2023 ASSETS Non-current assets Intangible fixed assets 10 48,763 44,578 Tangible fixed assets 11 76,662 84,610 Right-of-use assets 12 122,936 130,430 Investments in joint ventures and associated companies 7 6,989 4,731 Deferred tax assets 9 12,517 15,799 Other non-current financial assets 13 345 341 Other non-current receivables 13 7,532 10,100 Total non-current assets 275,745 290,591 Current assets Inventories 14 227,482 272,622 Accounts receivable trade and other receivables 15 59,150 51,573 Tax receivables 4,599 2,146 Prepaid expenses and accrued income 17 8,116 7,169 Cash and cash equivalents 28 111,752 119,102 Total current assets 411,100 452,612 TOTAL ASSETS 686,845 743,203 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 –14,971 −12,777 Treasury shares –11,206 –11,206 Retained earnings 387,222 389,058 Total equity attributable to the Parent Company’s shareholders 413,188 417,218 Non-controlling interest - - Total equity 413,188 417,218 LIABILITIES Non-current liabilities Deferred tax liabilities 9 5,460 7,816 Employee benefits 18 668 709 Other non-current provisions 19 2,583 2,981 Non-current lease liabilities 12,20 96,199 102,049 Interest bearing liabilities 20 33,208 36,425 Other non-current liabilities 688 234 Total non-current liabilities 138,806 150,214 Current liabilities Other current liabilities 21 60,661 67,286 Current tax liabilities 5,279 4,578 Current lease liabilities 12,20 31,982 31,821 Interest bearing liabilities 20 5,535 35,204 Accrued expenses and deferred income 22 31,394 36,879 Total current liabilities 134,851 175,771 Total liabilities 273,657 325,985 TOTAL EQUITY AND LIABILITIES 686,845 743,203 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 31 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Foreign Other Cash flow currency Non- Share contributed hedge translation Treasury Retained controlling Total Amounts in TEUR capital capital reserve) reserve) shares**) earnings Total interests 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 Foreign Other Cash flow currency Non- Share contributed hedge translation Treasury Retained controlling Total Amounts in TEUR capital capital reserve) reserve*) shares) earnings Total interests Equity 01-01-2024 12,378 39,765 –211 –12,566 –11,206 389,058 417,218 0 417,218 Net profit for the year 14,455 14,455 160 14,615 Other comprehensive income for the year 2,459 –4,390 –27 –1,958 -57 –2,015 Total comprehensive income for the year - - 2,459 –4,390 - 14,428 12,497 103 12,600 Transactions with non-controlling interests ) 489 489 -103 386 Share based payments) 354 354 354 Dividends resolved at Annual General Meeting –17,107 –17,107 –17,107 Transfer of cash flow hedge reserve to inventories –263 –263 –263 31-12-2024 12,378 39,765 1,985 –16,956 –11,206 387,222 413,188 0 413,188 ) Other components of Equity ) Per 31-12-2024 and 31-12-2023 the company held 132,337 B-shares. Per 04-03-2025 112,898 B-shares were used as payment when acquire 65 % of Devold of Norway AS, see also note 35. ) Change in option liability, Alpen International Ltd and Fenix Outdoor Taiwan Co Ltd. ) Options program for Senior Managers, see also note 33. 32 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG CONSOLIDATED CASH FLOW STATEMENT CONSOLIDATED CASH FLOW STATEMENT Amounts in TEUR Note 2024 2023 OPERATING ACTIVITIES Net profit for the year 14,615 31,970 Income tax expense 20,657 15,605 Financial result net 2,135 7,406 Depreciation for right-of-use assets 35,508 34,221 Depreciation/amortisation tangible and intangible assets 22,367 24,477 Adjustment for items not included in the cash flow 25 –951 −380 Interest received 3,088 696 Interest paid –6,550 −4,818 Income tax paid –22,177 −18,391 Cash flow from operating activities before changes in working capital 68,692 90,786 Change in inventories 45,139 −24,426 Change in operating receivables – 5,244 −1,812 Change in operating liabilities –12,062 11,320 Cash flow from operating activities 96,525 75,868 INVESTING ACTIVITIES Purchase of intangible fixed assets –10,698 −5,501 Purchase of tangible fixed assets –12,380 −21,481 Sale of tangible fixed assets 5,207 104 Acquisition of subsidiaries, net of cash acquired – −1,710 Sale of business, net of cash disposed – 3,633 Purchase of associated companies −400 – Loan granted 35 1,500 – Change in non-current receivables 197 167 Cash flow from investing activities –16,574 −24,789 FINANCING ACTIVITIES Borrowings – 101,460 Repaid borrowings –35,281 −59,743 Payment of lease liabilities –35,993 −34,397 Dividends paid –17,107 −17,681 Cash flow from financing activities –88,382 −10,361 Change in cash and cash equivalents –8,430 40,717 Cash and cash equivalents at beginning of year 119,102 81,009 Eect of exchange rate dierences on cash and cash equivalents 1,080 −2,625 Cash and cash equivalents at year-end 27 111,752 119,102 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 33 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 that 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 interests con- tinue to receive an allocation of profit or loss and are reclassified as a financial liabil- ity 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 2024 2023 Exchange rate dierences in Other operating income and OExchange rate differences in Other operating income and Other external expense 63 54 Exchange rate dierences in Financial income and expensesExchange rate differences in Financial income and expenses 1,080 −2,625 The financial statements of the group companies that are reported in foreign curren - cies 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 2024 2023 2024 2023 EUR/SEK 11.4498 11.4842 11.4590 11.0960 EUR/CHF 0.9532 0.9712 0.9412 0.9260 EUR/USD 1.0803 1.0826 1.0389 1.1050 CHF/SEK 12.0123 11.8253 12.1749 11.9827 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 in - come statement, associated tax eects are also reported in the income statement. come statement, associated tax effects are also reported in the income statement. The tax eects of items that are accounted for in other comprehensive income or The tax effects of items that are accounted for in other comprehensive income or directly against equity 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 arising between the reported values and the tax values of 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 periodsbe 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. The Group applies the exception to recognizing and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes. 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 (collective- ly, the group) is a group whose business purpose 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 Weidstrasse 1a, 6300 Zug, Switzerland, Corporate Identity Number CHE- 206.390.054 and is listed on the Nasdaq OMX Stockholm, Large Cap. 34 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 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 Brunton brand and Hanwag brand have been estimated at 15 years and the useful life of the Royal Robbins brand has been esti - mated 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 clas - sified as current liabilities unless the Group has a right to defer settlement 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. GOVERNMENT GRANT Government grants is accounted as reduction of expenses. NEW OR REVISED STANDARDS APPLIED BY THE GROUP Standards that have been adopted as of 1 January 2024. 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 2024 and have been applied in the preparation of this financial statements. The eect is not material for the Group.The effect is not material for the Group. ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 35 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 Martin Nordin, executive chairman of the board and CEO as the Chief Operating Decision Maker of the group. The Chief Operating Decision Maker is responsible for the allocation of resources and the assessment 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, Friluftsland 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. Below information are restated for 2023 to also include internal Net sales . In July 2024, the IFRS Interpretations Committee (IFRS IC) issued a agenda deci- sion on clarifying certain requirements for segment disclosures. IFRS 8 'Operating segments' requires an entity to disclose the specified amounts for each reportable segment when those amounts are included in the measure of segment profit or loss reviewed by the Chief Operating Decision Maker (CODM), even if they are not sepa - rately reviewed by the CODM. Changes in segment reporting The Group has added additional line items in its segment reporting for internal sales and total sales per segment. The information for 2023 has been added as well. 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. In April 2024, the International Accounting Standards Board (IASB) published IFRS 18 'Presentation and Disclosure in Financial Statements', becoming eective on 1 Janu'Presentation and Disclosure in Financial Statements', becoming effective on 1 Janu - ary 2027, replacing IAS 1. The new standard is to be applied retrospectively. IFRS 18 introduces new requirements for information presented in the primary financial state - ments and disclosed in the notes, with a particular focus on the income statement with new categories and subtotals. The group expects to adopt the new standard in 2027 and is currently assessing the impact. No other IFRS Accounting Standards that have not yet come into eect are expected to have a significant eect on the Group.not yet come into effect are expected to have a significant effect on the Group. 2024 Brands Global Sales Frilufts Common and elimi - nation Group External Net sales, MEUR 173.2 164.6 347.5 0.2 685.6 Internal Net sales, MEUR 158.0 44.4 0.0 –202.5 0.0 Total Net sales, MEUR 331.3 209.1 347.5 –202.3 685.6 2023 Brands Global Sales Frilufts Common and elimi - nation Group External Net sales, MEUR 198.3 188.5 352.1 0.6 739.4 Internal Net sales, MEUR 172.5 44.4 0.0 –216.9 0.0 Total Net sales, MEUR 370.8 233.0 352.1 –216.4 739.4 EBITDA per segment, MEUR 2024 2023 Brands) 52.8 53.0 Global Sales) 14.1 27.9 Frilufts 24.7 30.7 Common 3.6 2.0 Group 95.2 113.7 Operating profit per segment, MEUR 2024 2023 Brands) 37.9 38.0 Global Sales) 12.1 25.7 Frilufts –5.7 0.4 Common –6.9 −9.2 Group 37.4 55.0 The negative result in Common mainly comes from central costs for administration, IT, the trainee program and internal profits in inventory between the segments. ) Segment Brands EBITDA and Operating Profit include MEUR 0.0 (MEUR 0.0) as result from participating in associated company accounted for by the equity method. ) Segment Global Sales EBITDA and Operating Profit including MEUR 2.0 (MEUR 1.2) as result from participating in joint venture accounted for by the equity method. Capital Expenditures per segment, MEUR 2024 2023 Brands 3.8 7.8 Global Sales 1.4 1.1 Frilufts 5.3 3.7 Common 12.6 14.4 Group 23.1 27.0 Depreciation and amortization per segment, MEUR 2024 2023 Brands –14.8 –15.0 Global Sales –2.0 −2.2 Frilufts –30.4 –30.3 Common –10.6 –11.2 Group –57.9 –58.7 External Net sales per geographic market, MEUR 2024 2023 Switzerland 9.0 11.4 Sweden 82.4 85.3 Other Nordic countries 95.8 96.0 Germany 242.5 261.7 36 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 5 PERSONNEL EXPENSES Full-time average number of employees 2024 2023 Number of employees Of whom men Number of employees Of whom men Sweden 496 206 582 256 Norway 66 30 128 52 Denmark 110 61 110 63 Finland 153 60 147 55 Germany 1,099 619 1,097 625 Austria 5 3 6 4 Holland 91 53 91 61 England 43 29 45 31 Switzerland 15 6 21 8 Hungary 70 12 78 14 Americas 430 221 461 233 China 25 10 27 11 Other countries 187 84 179 82 Total, Group 2,790 1,394 2,972 1,491 SALARIES, OTHER REMUNERATION AND SOCIAL SECURITY CONTRIBUTIONS Employee benefits expense, TEUR 2024 2023 Wages and salaries 119,300 119,240 Share-based payments 354 - Social security costs 22,308 22,926 Pension cost 6,104 6,559 Other personnel costs 5,110 5,677 153,177 154,401 Benelux 29.4 28.1 Other Europe 77.1 82.6 Americas 112.3 135.2 Other markets 37.0 39.2 Total 685.6 739.4 Intangible, tangible and right-of-use assets per market, MEUR 2024 2023 Switzerland 4.1 4.9 Sweden 45.0 38.2 Other Nordic countries 27.4 28.7 Germany 117.8 125.2 Benelux 2.8 6.3 Other Europe 13.6 14.0 Americas 34.8 39.9 Other markets 2.9 2.4 Total 248.4 259.6 2024 Gross salary Benefits and other remunera - tions Pension contribu- tions Total Executive chairman, Martin Nordin 734 37 18 789 President, Alexander Koska 441 65 - 506 Other Senior Executives and Susanne Nordin 1,858 78 378 2,313 Total 3,032 180 396 3,608 2023 Gross salary Benefits and other remunera - tions Pension contribu- tions Total Executive chairman, Martin Nordin 721 36 7 763 President, Alexander Koska 432 64 - 496 Other Senior Executives and Susanne Nordin 1,504 187 268 1,958 Total 2,657 286 274 3,218 2024 2023 Total Of whom men Total Of whom men President and other Senior Executives 8 6 5 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 an - nual salary. Except for the Executive Chairman, no variable compensation is oered Except for the Executive Chairman, no variable compensation is offered to the Board of Directors. The senior executive team also includes two members from the board (one man) not included in FTE above. NOTE 6 OTHER OPERATING INCOME Other operation income 2024 2023 Exchange rate dierencesExchange rate differences 63 54 Royalty and licensing income - 167 Franchise income 31 28 Marketing contribution 4,769 3,490 Other ) 8,356 6,981 Total 13,219 10,720 ) 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 AND ASSOCIATED COMPANIES The Group’s interest in Jiang Su Fenix (Joint Venture) and in Artic Fox S.R.O. (Associ- ated company) is accounted for using the equity method in the consolidated financial statements. Jiang Su Fenix sells Fenix Outdoor brands in the Chinese market through Fjällräven shop in shops and through online channels. Artic Fox runs Fjällräven Stores and online business in the Czech Republic and Slovakia. Carrying amount Country Participating interest 2024 2023 Jiang Su Fenix China 50% (Joint ventures) 6,594 4,731 Artic Fox s.r.o Czech Republic 30% (Associated company) 395 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 37 NOTES INVESTMENT IN JOINT VENTURE Participations in joint venture 2024 2023 At beginning of the year 4,731 3,456 Share of equity change, excluding dividends 2,015 1,224 Translation dierenceranslation difference −152 51 Closing balance 6,594 4,731 Summarised balance sheet 2024 2023 Fixed assets 37 29 Inventories 7,224 4,191 Other short term receivables 3,915 3,528 Cash and cash balances 6,962 5,716 Current liabilities −4,950 −4,003 Net assets 13,189 9,462 Reconciliation to carrying amounts 2024 2023 Opening net assets 1 January 9,462 6,912 Operating profit 4,516 3,654 Financial result –10 1 Tax −1,175 –1,012 Other comprehensive result 396 -93 Closing net assets 13,189 9,462 Group's share in % 50%50 % 50%50 % Group's share in CU 6,594 4,731 Goodwill - - Carrying amount 6,594 4,731 INVESTMENTS IN ASSOCIATED COMPANY Participations in associated company 2024 2023 At beginning of the year - - Share of equity change, excluding dividends −5 - Purchase of associated company 400 - Closing balance 395 - Summary balance sheet 2024 2023 Fixed assets 212 - Inventories 1,094 - Other current assets 3,101 - Liabilities −3,873 - Net assets 533 - Reconciliation to carrying amounts 2024 2023 Opening net assets 1 January - - Acquired net assets 645 - Operating profit –82 - Financial result –30 - Tax - - Other comprehensive result 533 - Group's share in % 30 Group's share in CU 160 Goodwill 235 Carrying amount 395 NOTE 8 FINANCIAL INCOME AND EXPENSES Financial income 2024 2023 Interest income 3,287 1,014 Exchange rate dierencesExchange rate differences 1,080 - Total 4,367 1,014 Financial expenses 2024 2023 Interest expenses –3,478 −2,564 Result from Sale of business - −1,093 Interest expenses for lease contracts –3,021 −2,284 Exchange rate dierencesExchange rate differences - −2,466 Other financial expenses –3 −13 Total –6,502 −8,42 0 NOTE 9 TAX 2024 2023 Current tax: Current tax on profits for the year –19,218 –16,812 Adjustments in respect of prior years –414 –211 Total current tax –19,632 –17,023 Deferred tax: Origination and reversal of temporary dierencesOrigination and reversal of temporary differences –1,025 1,419 Total deferred tax –1,025 1,419 Income tax expense –20,657 –15,604 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: 2024 2023 Profit before tax 35,272 47,574 Tax calculated at domestic tax rates applicable to profits in the respective countries –8,423 –13,570 Tax eects of:ax effects of: - Income not subject to tax 687 7,232 - Expenses not deductible for tax purposes –1,747 –1,827 - Tax losses for which no deferred income tax assets was recognized –10,760 −7,228 Adjustment in respect of prior years –414 –211 Tax charge −20,657 –15,604 The eective tax rate was 58.6 % (32.8 %).The effective tax rate was 58.6 % (32.8 %). The impact of BEPS 2.0 on the Group is expected to be immaterial. Deferred tax assets 2024 2023 Temporary dierences regarding inventoriesemporary differences regarding inventories 6,102 5,989 Temporary dierences between book value and tax emporary differences between book value and tax value on other assets and liabilities 2,464 1,264 Loss carry-forwards 3,951 8,546 Reported deferred tax assets 12,517 15,799 Total unused tax losses amounted to TEUR 94,439 (TEUR: 96,378). The tax losses can be carried forward indefinitely. Tax losses for which no deferred tax assets has been recognized amounted TEUR 82,458 (TEUR: 57,292) which have a potential 38 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG NOTES tax benefit of TEUR 25,003 (TEUR: 15,722). The tax losses are not recognized as deferred tax as forecasted not probably to be usable for the Group within a reliable forecast period. Deferred tax liabilities 2024 2023 Tempoary dierences between book value and tax empoary differences between book value and tax value on other assets and liabilities 471 601 Temporary dierences regarding untaxed reseremporary differences regarding untaxed reserves 4,989 7,215 Reported deferred tax liabilities 5,460 7,816 NOTE 10 INTANGIBLE FIXED ASSETS Capitalised expenditure for computer software 2024 2023 Opening acquisition cost 53,741 46,066 Expenditure capitalised during the year 5,585 - Sales and disposals –215 –2,265 Transfer of classes ) 3 9,848 Translation dierencesranslation differences –4,714 92 Closing acquisition cost 54,401 53,741 Opening amortisation –42,145 −36,475 Amortisation for the year –5,848 –7,572 Sales and disposals 208 2,238 Transfer of classes 3 - Translation dierencesranslation differences 4,409 −336 Closing amortisation –43,372 −42,145 Closing balance 11,029 11,598 Installation in progress) 2024 2023 Opening acquisition cost 4,595 8,923 Purchases Installation in progress 4,970 5,501 Transfer of classes 156 −9,848 Translation dierencesranslation differences –146 21 Closing balance 9,576 4,595 Trademarks 2024 2023 Opening acquisition cost 8,886 8,936 Translation dierencesranslation differences - –50 Closing acquisition cost 8,886 8,886 Opening amortisation and writedown −6,913 –6 821 Amortisation for the year −158 –456 Writedown of the year *) - −589 Translation dierencesranslation differences –905 953 Closing amortisation and writedown –7,976 – 6,913 Closing balance 911 1,973 Goodwill 2024 2023 Opening acquisition cost 29,415 28,547 Purchase through acquisition of subsidiary) 150 1,135 Sales and disposals ) - −332 Translation dierencesranslation differences –230 65 Closing acquisition cost 29,334 29,415 Opening amortisation and write-downs –3,003 −2,117 Translation dierencesranslation differences 915 −885 Closing amortisation and write-downs –2,089 −3,003 Closing balance 27,246 26,412 Total intangible fixed assets 48,763 44,578 ) 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 write-down of part of the value of the lossmaking trademark Royal Robbins. ) Sales of business, sale of Primus. *) Purchase of Regntoyspesialisten AS, Norway, in 2024 and Exist Internet AS, Norway, in 2023. Specification of Goodwill 2024 2023 Brands 3,822 3,018 Frilufts 20,573 20,481 Global sales 2,850 2,913 Book value 27,246 26,412 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 operating 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 unchanged cash flow is assumed, e.g. a zero growth is assumed. The internal assessment is based on historical income and expense trends, with adjustments 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 2024 are 7.6% (8.0%), where the dierence is related to to a lower risk free rate . for 2024 are 7.6% (8.0%), where the difference is related to to a lower risk free rate . The impairment tests are related to dierences in the local risk rate.The impairment tests 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 2024 2023 Opening acquisition cost 38,193 36,457 Purchases 1,153 1,826 Sales and disposals –4,262 −26 Transfer of classes 5 - Translation dierencesranslation differences 11 –63 Closing acquisition cost 35,199 38,193 Opening depreciation –9,129 –7,385 Depreciation for the year –1,992 –1,826 Sales and disposals 1,637 26 Translation dierencesranslation differences –89 56 Closing depreciation –9,573 –9,129 Closing balance 25.626 29.064 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 39 NOTES Cost of leasehold improvements 2024 2023 Opening acquisition cost 77,448 74,741 Purchases 3,251 6,841 Purchase through acquisition of subsidiary - 15 Sales and disposals –4,774 –3,273 Transfer of classes –1,918 45 Translation dierencesranslation differences 835 –920 Closing acquisition cost 74,842 77,448 Opening depreciation –56,621 –55,333 Depreciation for the year –6,656 –7,072 Sales and disposals 3,612 3,155 Transfer of classes 1,125 - Translation dierencesranslation differences –492 628 Closing depreciation –59,030 −56,621 Closing balance 15,811 20,828 Equipment, tools, fixtures and fittings 2024 2023 Opening acquisition cost 77,141 62,711 Purchases 5,758 6,021 Purchase through acquisition of subsidiary - 44 Sales and disposals –1,853 −4,269 Transfer of classes 3,292 12,732 Translation dierencesranslation differences –776 –97 Closing acquisition cost 83,563 77,141 Opening depreciation –43,629 –40,639 Depreciation for the year –7,632 −6,981 Sales and disposals 1,578 3,946 Transfer of classes –1,133 54 Translation dierencesranslation differences 574 −9 Closing depreciation –50,242 -43,629 Closing balance 33,321 33,512 Constructions in progress ) 2024 2023 Opening acquisition cost 1,206 7,295 Purchases 2,219 7,224 Transfer of classes –1,520 −13,262 Translation dierencesranslation differences 1 –51 Closing balance 1,906 1,206 Total tangible fixed assets 76,662 84,610 ) The Group has finished new constructions during the year. The finalizing of new constructions are 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 2024 the Group has added new lease contracts, the most significant are for new store in Munich, Germany. The total cash flow for leasing agreements in 2024 was TEUR -40 344 TEUR (-38 850 TEUR) . 2024 Brands Frilufts Global sales Common Total Right-of-use assets 26,764 92,151 1,608 2,413 122,936 Lease liabilities –28,562 –94,383 –1,668 –3,569 –128,182 Leases and right-of use assets aected P&Lassets affected P&L Brands Frilufts Global sales Common Total Depreciation –9,054 –24,068 –980 –1,406 35,508 Interest cost –804 –2,075 –45 –97 –3,021 Short term lease cost –18 –20 –28 - –66 Low value lease cost –1 –2 –3 4 –10 Right-of-use assets divided to Asset class Brands Frilufts Global sales Common Total Stores and warehouses 24,263 90,318 897 1,152 116,630 OcesOffices 1,957 1,467 300 1,101 4,825 Oce equipment and Office equipment and vehicles 545 365 411 160 1,482 Sum right-of-use assets 26,764 92,151 1,608 2,413 122,936 Depreciation on right- of-use assets divided to Asset class Brands Frilufts Global sales Common Total Stores and warehouses –8,018 –23,323 –527 –389 –32,257 OcesOffices –586 –542 –205 –893 –2,226 Oce equipment and Office equipment and vehicles –450 –203 –248 –124 –1,025 Sum Depreciation –9,054 –24,068 –980 –1,406 –35,508 Right-of-use assets Brands Frilufts Global sales Common Total Opening balance 30,294 98,143 1,364 628 130,430 Additions, changed 4,977 32,111 1,443 5,042 43,573 Reclass and cancelled –5,718 –5,816 –1,057 –3,655 –16,246 Translation dierencesranslation differences 6,265 –8,219 838 1,804 688 Depreciation –9,054 –24,068 –980 –1,406 –35,508 Closing balance 26,764 92,151 1,608 2,413 122,936 40 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG NOTES 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 warehouses 28,849 97,796 780 86 127,466 OcesOffices 901 104 374 321 1,700 Oce equipment and Office equipment 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 warehouses −8,021 −22,506 −772 −82 −31,381 OcesOffices −586 −409 −186 −604 −1,785 Oce equipment and Office equipment and vehicles −356 −317 −237 −145 −1,055 Sum Depreciation –8,963 –23,233 –1,195 –830 –34,221 Right-of-use assets 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 NOTE 13 OTHER NON-CURRENT FINANCIAL ASSETS AND OTHER NON-CURRENT RECEIVABLES Other financial assets 2024 2023 Opening fair value 341 341 Translation dierenceranslation difference 4 - Closing balance fair values 345 341 Other non-current receivables 2024 2023 Opening 10,100 3,628 Disposals/Repayments –1,864 –300 Additions ) - 6,505 Reclassification from/to current receivables –816 357 Translation dierenceranslation difference 112 –90 Closing balance 7,532 10,100 ) Whereof for 2023 TEUR 6,100 for sale of Primus. NOTE 14 INVENTORIES 2024 2023 Goods for resale 216,602 261,068 Raw materials 7,762 9,749 Advance payments to suppliers 3,118 1,805 Total 227,482 272,622 Write-downs have reduced the book value in the Group in an amount of TEUR 12,177 (TEUR 11,509). NOTE 15 ACCOUNTS RECEIVABLES, OTHER RECEIVABLES 2024 2023 Accounts receivables 36,993 39,920 Right of return assets 1,335 1,051 Other receivables) 20,822 10,602 Total 59,150 51,573 ) December 31, 2023 Other receivables include VAT receivables, receivables at tax account. December 31, 2024 Other receivables also included 2.5 MEUR loan to Viomoda. The loan to Viomoda is due December 31, 2025 and include a conversion option for 1.5 MEUR of the loan, see also note 35. 2024 2023 Accounts receivable - Trade Gross receivables Expected credit loss Gross receivables Expected credit loss Not yet due 25,134 –26 29,537 −29 Overdue 0-30 days 6,348 –190 4,118 −123 31-60 days 2,691 –268 3,297 −318 61-90 days 1,333 –332 1,061 −258 More than 90 days 3,649 –1,347 4,648 −2,014 Total 39,156 –2,163 42,661 −2,741 2024 2023 Opening loss allowance –2,741 −2,761 Change in loss allowance recognized in profit and loss during the year –694 −106 Receivables written o during the yearReceivables written off during the year as uncollectible 1,273 126 Closing loss allowance –2,163 −2,741 NOTE 16 CUSTOMER CONTRACT BALANCES Customer contract balance 2024 2023 Right of return assets 1,335 1,051 Refund liabilities from Rights of return −2,697 −2,537 Accounts receivables 36,993 39,920 Advance payments from customers and Gift Cards −14,713 −14,315 Loyalty points −2,948 −3,023 Total 17,970 21,096 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 41 NOTES NOTE 18 EMPLOYEE BENEFITS 2024 2023 Endowment insurance with pension-commitments Pension commitments in funds 668 709 Total 668 709 2024 2023 Opening balance 709 632 Included in the income statement: Current service cost 174 211 Past service cost and gains and loss on settlements - -5 Interest cost and income 32 31 Taxes and administrative expenses 18 23 Total included in the income statement 224 260 Remeasurements: Return on plan assets excluding amounts in interest expense and income −200 −19 Actuarial gains and losses arising from changes in demographic assumptions −34 −3 Actuarial gains and losses arising from changes in financial assumptions 221 138 Experience gains and losses 22 −54 Total Remeasurements 9 62 Other changes Contributions and payments from: Employers −218 −165 Plan participants −23 −14 Payments from plans: Benefit payments −28 −9 Translation dierencesranslation differences −5 57 Sum of Other changes −274 −245 Closing balance 668 709 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 : NOTE 19 OTHER NON-CURRENT PROVISIONS Warranty provision 2024 2023 Opening balance 383 383 Additional provisions during the year - 42 Used warranty provision −41 −42 Translation dierencesranslation differences −1 −1 Total warranty provision 341 383 Other provisions Opening balances 2,598 2,635 Additional provisions 721 1,235 Used other provisions −910 −997 Translation dierencesranslation differences −167 −275 Total Other provisions 2,200 2,598 Total Other non-current provisions 2,583 2,981 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 experience. 2024 2023 Discount rate: Switzerland pension plan 1,00%1,00 % 1.50 % Germany pension plan 3.50%3.50 % 3.85 % Norway pension plan 3.10%3.10 % 3.00 % Future salary increase: Switzerland pension plan 2.00%2.00 % 2.00 % Germany pension plan 0.00%0.00 % 0.00 % Norway pension plan 3.50%3.50 % 3.50 % Present value funded obligations 2024 2023 Norway 1,317 1,343 Switzerland 1,532 1,352 Germany 872 856 3,721 3,550 Fair value of plan assets 2024 2023 Norway –1,307 –1,210 Switzerland –1,152 –1,057 Germany –594 –574 Fair value of plan assets –3,053 –2,841 Liability in the balance sheet 668 709 Pensions benefit plans per country 2024 2023 Norway 10 133 Switzerland 380 295 Germany 278 282 668 709 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: 2024 2023 0.25% increase –27 –18 0.25% decrease 28 13 NOTE 17 PREPAID EXPENSES AND ACCRUED INCOME 2024 2023 Advertising expenses 1,172 559 Licensing income 92 9 Lease charges 366 722 Accrued interest income for non-current receivable 119 318 Insurance premiums 438 393 Other items ) 5,928 5,168 Total 8,116 7,169 ) Other items contains variable positions, each of low values. 42 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 20 INTEREST-BEARING LIABILITIES Long term liabilities 2024 2023 Lease liabilities 96,199 102,049 Liabilities to credit institutions ) 33,208 36,425 Total long term liabilities 129,407 138,474 Short term liabilities 2024 2023 Lease liabilities 31,982 31,821 Liabilities to credit institutions ) 5,535 35,204 Total short term liabilities 37,517 67,025 Total interest-bearing liabilities 166,924 205,499 Interest-bearing liabilities 2024 2023 Opening interest-bearing liabilities 205,499 149,702 Borrowings - 101,460 Additions of new leases/remeasurements/cancellation 29,950 46,581 Repaid borrowings –35,281 −59,743 Repaid lease liabilities –35,993 −34,397 Translation dierences for leasesranslation differences for leases 355 −1,015 Translation dierencesranslation differences 2,395 2,911 Closing balance 166,924 205,499 As per 2024-12-31 and per 2023-12-31 the Group had a 64,000 TEUR 3 years re - volving facility, whereof none was used per 2024-12-31 (TEUR 30,000 were used per 2023-12-31). The Group also had a loan from Svensk Exportkredit of 38,743 TEUR (41,629 TEUR), whereof 33,208 TEUR (TEUR 36,425) was long term. NOTE 21 OTHER CURRENT LIABILITIES Other current liabilities 2024 2023 Accounts payable trade 30,528 34,652 Advance payments from customers and gift cards 14,713 14,315 Refund liabilities 2,697 2,537 Other liabilities ) 12,723 15,783 Total Other current liabilities 60,661 67,286 ) Other liabilities mainly related to put option liabilities (for Alpen International Ltd and Fenix Outdoor Taiwan Co Ltd) and VAT liabilities. NOTE 22 ACCRUED EXPENSES Accrued expenses 2024 2023 Holiday pay and salary liabilities 10,286 11,055 Accrued social security contributions 2,971 2,974 Accrued interest cost 275 323 Accrued loyalty points to customers 2,948 3,023 Other items 14,913 19,504 Total 31,394 36,879 NOTE 23 PLEDGED ASSETS For interest bearing- and contingent liabilities 2024 2023 Chattels, as corporate mortgages 14,122 14,542 Land and Buildings, as property mortgages 881 910 Total 15,003 15,452 The pledges made per 2024-12-31 are securing leases and guarantees of TEUR 2,063 (TEUR 2,517). NOTE 24 CONTINGENT LIABILITIES 2024 2023 Other contingent liabilities 1,339 1,729 Total 1,339 1,729 None of the above items is expected to impact future cash flows. The group’s con - tingent liabilities primary refers to guarantee commitments to customers authorities and for lease agreements. NOTE 25 ADJUSTMENTS FOR ITEMS NOT INCLUDED IN THE CASH FLOW 2024 2023 Result from investments in joint ventures and associ - ated companies –2,010 −1,224 Other items not aecting cash flow 1,059 844 Total –951 −380 NOTE 26 FINANCIAL RISK MANAGEMENT Purpose The Fenix Group is exposed to various financial risks, primarily comprised of foreign currency exchange risk and interest rate risk. The Group’s risk management aims to minimize the potential negative eects on financial performance.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 be found 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 54% (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. As per 31 December 2024, the Group’s interest-bearing liabilities, excluding leases liabilities, was denominated in USD. Translation exposure The Group’s equity is aected by changes in exchange rate when the foreign subsidThe Group’s equity is affected by changes in exchange rate when the foreign subsid - iaries’ 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 2024, all loans are entered into variable interest rates (loan excluding leases amount to TEUR 38,743). An increase in the short-term interest rate of one percent - age should therefore eect the interest cost by TEUR 387 (716).age should therefore effect the interest cost by TEUR 387 (716). 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 166,924 (TEUR: 205,499) at year-end, which is approximately 24.3 (27.7) percent of total assets. ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 43 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 2024 2023 Derivatives designated as hedging instruments Foreign exchange forwards contracts, level 2 2,099 - Financial assets at FVTPL Equity instruments, level 3 345 341 Convertile loans, level 3 1,500 - Financial instruments at amortised costs Other non-current receivables 7,532 10,100 Trade receivables 36,993 39,920 Cash and cash equivalents 111,752 119,102 Total financial assets 160,221 169,463 Financial liabilities 2024 2023 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 −543 −690 Put option liabilities for purchase of Fenix Outdoor Taiwan –2,067 −2,307 Accounts payable –30,528 −34,652 Refund liabilities –2,697 −2,537 Interest-bearing loans and borrowings –38,743 –71,629 Lease liabilities –128,181 –133,870 Accrued interest −275 −323 Total financial liabilities –203,034 −246,675 Fenix Outdoor International AG acquired Alpen International in 2017. The agreement includes put/call arrangements for the 25% non-controlling interests, exercisable 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 543 (TEUR: 690). 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 2,067 (TEUR: 2,307) and is valued at each quarter closing. Changes in the put options liabilities are recognized in equity. Contractually agreed cash flow of non-derivate financial liabilities. 2024 <6 months <12 months <24 months >24 months Total Accounts payable 30,528 - - - 30,528 Refund liabilities 2,697 - - - 2,697 Other payables – financial 2,610 - - - 2,610 Lease liabilities 14,949 15,044 27,271 70,918 128,182 Interest lease liabilities 1,359 2,575 1,954 3,096 8,984 Interest bearing loans 2,767 2,767 5,535 27,674 38,743 Interest payment from loans 1,027 956 1,385 1,259 4,622 55,937 21,342 36,145 102,947 216,366 Above lease liabilities > 24 months amount 70,918 fall due as follows: TEUR 47,460 until 5 years and TEUR 23,458 after 5 years. 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 81,096 fall due as follows: TEUR 51,933 until 5 years and TEUR 29,163 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. 44 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 28 HEDGE ACCOUNTING Foreign Exchange Risk The group hedges a major part of its committed purchase orders stated in USD with - in the coming 12-month period. The reason for the USD hedging mainly being under- taken 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 value of the contracts are reflecting the dierence in value between the agreed forward rate 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 2024. 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 2024 2023 FX Forwards per balance date Purchased TUSD 36,000 40,000 Sold TEUR 32,379 36,688 Average FX rate 1.1118 1.0903 The market value of outstanding forward agreements per 31 Dec 2024 TEUR 2,099 (TEUR -667), 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 85.2% 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 Compensation report page 57-59. Purchases of goods and services from related parties 2024 2023 Purchases of services: Martin Nordin, Rent 10 10 RS Mandate AG (Rolf Schmid), consultant services 91 84 Consilio AB (Ulf Gustafsson), consultant services 82 72 Total 183 166 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. Thus, as at 31 December 2020 and 31 December 2021, the company held a total of 119,598 of B-shares. During 2022 the company purchased additional 12,739 B-shares. As at 31 December 2023 and 31 December 2024 the company held a total of 132,337 of B-shares. NOTE 32 CHANGES IN GROUP COMPOSITION 2024 Artic Fox s.r.o. In March 2024 Fenix Outdoor acquired 30 % of its local Fjällräven brand retail partner, Artic Fox s.r.o. Artic Fox runs six Fjallraven Stores and online business in the Czech Republic and Slovakia. The purchase price was MEUR 0.4. Fenix Outdoor has an option to increase its ownership over time. The transaction is not expected to have any significant eect in Fenix Outdoor's consolidated accounts.any significant effect in Fenix Outdoor's consolidated accounts. Regntoyspesialisten AS In February 2024 Fenix Outdoor acquired 100 % of the shares in Regntoyspeciali - sten AS. As the company then were lossmaking the purchase price was NOK 1 (one). No (limited) amount of cash were acquired. The acquisition resulted in a goodwill of TEUR 150 and is not expected to be tax deductible. The acquisition has a limited ef - fect on the total financial figures of the Group. 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 interest-bearing loans. There have been no breaches of the financial covenants of any interest-bearing loans and borrowing in the current period. the covenants are covering targets for net debt/EBITDA, EBITDA/Total intetest expense and solvency. No changes were made in the objectives, policies or processes for managing capital during the years ended 31 December 2024 and 2023. NOTE 33 OPTION PROGRAM TO SENIOR MANAGERS In 2022 and 2023 an option program to some definedSenior Managers has been inIn 2022 and 2023 an option program to some defined Senior Managers has been in- troduced. 66,000 options,each giving a right to buy one B-share in Fenix Outdoor In 66,000 options, each giving a right to buy one B-share in Fenix Outdoor In- ternational AG, have been granted. The exercise price was set between SEK 834-953 and where equal to the market price of the shares on the days of grant. The exercise periods starts in November 2025 and ends in March 2030. The options vest if the person is still employed on such date. If this is not met, the options lapse. Detailed info in compensation report. 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 November 2027 7,333 Exercise period 2 November 2028 7,333 Exercise period 3 November 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 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 November 2028 7,333 Exercise period 2 November 2029 7,333 Exercise period 3 November 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 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 45 NOTES NOTE 35 EVENTS AFTER THE REPORTING PERIOD Viomoda In 2024 Fenix Outdoor entered into a partnership with the German outdoor brand Maloja to operate apparel production at their subsidiary production facility, Viomoda, in Plovdiv, Bulgaria. In 2024, as part of this agreement Fenix Outdoor provided con - vertible loans of 1.5 MEUR to Viomoda Austria maturing latest 31 December 2025. The loan is convertible into up to 40% of Viomoda shares at the option of Fenix Out - door and 49% at the option of Maloja. The loan was converted into 49% of Viomoda shares per 30 January 2025. Cancellation of shares Per 11-02-2025 an Extra General Meeting approved to the Board of Directors a cancellation of 112,898 B-shares, limiting the holding of own shares to 19,439 B-shares representing 0.15% of the capital of A-shares and B-shares. The Board of Directors revoke its resolution and the shares were used for the acquisition of Devold of Norway AS. Devold Per 04-03-2025 acquire 65 % of Devold of Norway AS. The transaction is expected to contribute positively to Fenix’s profitability already in 2025. Fenix paid 35 MEUR for the 65 % stake in Devold of Norway through a combination of cash and 112,898 Fenix Outdoor treasury shares. The seller is Flakk Group, a Norwegian based family- owned business with investments in private and public companies across multiple industries. Flakk Group retains a 35 % stake in Devold. The parties have an mutual put/call arrangement, starting four years from signing per 04-03-2025, whereby Fenix Outdoor has the right to buy and the Flakk Group has the right to sell the 35% of Devold shares held by the Flakk Group. 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. 2024 2023 Profit attributable to ordinary equity holders of the parent company 14,455 31,572 Weighted average number of ordinary shares: A-shares 24,000,000 24,000,000 B-shares 10,927,663 10,927,663 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 66,000 60,500 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 10,993,663 10,988,163 46 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG NOTES NOTE 36 PARTICIPATIONS IN SUBSIDIARIES Subsidiary Corporate Identity Number Registered ocesgistered offices Number of shares Share of equity Alpen International Co Ltd 220-88-25317 Seoul 210285210 285 91,8%' Fenix Outdoor AB 556110-6310 Örnsköldsvik 1327373113 273 731 100%100 % AB Raven Incorporate (Inc) 556603-5662 Örnsköldsvik 10001 000 100%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916 145578145 578 Lillehammer 100 100%100 % Fenix Outdoor Norge A/S 920417280920 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 % Fenix Outdoor Global sales AB 559424-3783 Örnsköldsvik 100 100 % Fenix Outdoor Poland Soo 1038396 Polzan 1 100 % Fjällräven AB 556605-9795 Örnsköldsvik 10001 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 140 100%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0001 000 100%100 % Fjällräven Germany GmbH HRB56169 München 1 100%100 % Hanwag GmbH HRB153419 Vierkirchen 1 100%100 % Hanwag Deutschland Vertriebs GmbH GRB220690 Vierkirchen 1 100%100 % Progressz Kft 09-09-000101 Kinizsi 1 100%100 % Fenix Outdoor 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0806 080 100%100 % Fjällräven Wholesale Canada BC1158256 British Columbia 100 100%100 % Friluftsbolaget Ekelund & Sagner AB 556543-0229 Örnsköldsvik 12940001 294 000 100%100 % Jiangsu Leader Outdoor Technology Development Company Limited 91321000694454655G Yangzhou 1 100%100 % Fenix Outdoor UK 2091967 Gosport 1000010 000 100%100 % Tierra Products AB 556095-1526 Örnsköldsvik 10101 010 100%100 % Fenix Outdoor Common Service AB 556018-8392 Örnsköldsvik 800 100%100 % Fenix Outdoor Common GmbH HRB 185 112 Hamburg 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 Taiwan Co. Ltd 82808707 Taipei City 50000005 000 000 70%70 % Fenix Outdoor Asia Pacific Ptc Ltd 202012641H Singapore 1000010 000 100%100 % Fenix Outdoor R&D and CSR AG CHE-145.043.963 Luzern 100 100%100 % Frilufts Retail Europe AG CHE-487.105.927 Zug 1346000013 460 000 100%100 % Frilufts Retail Europe AB 556788-3375 Örnsköldsvik 1325000013 250 000 100%100 % Friluftsland A/S 76470316 Copenhagen 50005 000 100%100 % Globetrotter GmbH HRB23422 Hamburg 38 100%100 % Naturkompaniet AB 556433-7037 Örnsköldsvik 88355288 835 528 100%100 % Naturkompaniet AS 912893030912 893 030 Lillehammer 100 100%100 % Regntoyspesialisten AS 912791351912 791 351 Kristiansand 300 100%100 % Exist Internet AS 982191939982 191 939 Lillehammer 1000010 000 100%100 % Fjellshop AS 918983015918 983 015 Lillehammer 3000030 000 100%100 % Fjellshop Tromso AS 927830140927 830 140 Lillehammer 3000030 000 100%100 % Frilufts Service GmbH HRB 14856 Hamburg 2500025 000 100%100 % Partioaitta Oy 0201830-0 Helsingfors 9494 285 100%100 % Trekit Holding Ltd 13096750 Hereford 22002 200 100%100 % Trekit Hereford Ltd 05668115 Hereford 11001 100 100%100 % Fenix Outdoor Americas Holding Inc C3596965 Delaware 736263736 263 100%100 % Royal Robbins LLC 201221310331201 221 310 331 Delaware 10001 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%100 % Fjällräven USA Llc 27-0611578 NY 1 100%100 % Fenix USA Retail US 38-3937088 Denver 1 100%100 % Fenix Outdoor Technical North America Llc 27-1437119 Denver 100 100%100 % Fenix Outdoor Import LLC 27-2473714 Riverton 1 100%100 % (Operating companies marked in bold) ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 47 BOARD APPROVAL BOARD APPROVAL The consolidated financial statements were approved for publication by the Board of Directors of Fenix Outdoor International AG on April 1, 2025, and will be presented to the Annual General Meeting for approval on May 5, 2025. Martin Nordin Susanne Nordin Mats Olsson Ulf Gustafsson Rolf Schmid Sebastian von Wallwitz 48 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG AUDIT REPORT CONSOLIDATED FINANCIAL STATEMENT 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 2024, the consolidated income statement, the 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 29-47) give a true and fair view of the consolidated financial position of the Group as at 31 December 2024 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 33.1% of the Group’s total assets and 55.1% of the Group’s total equity as at 31 December 2024. 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 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 17.9% and 46.8% 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 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 49 AUDIT REPORT CONSOLIDATED FINANCIAL STATEMENT 16 to the number of point of sales at designated components. For agreements signed in 2024, 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, 1 April, 2025 Ernst & Young Ltd, Zurich Roger Müller Patrick Bächtold Licensed audit expert Licensed audit expert (Auditor in charge) 50 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG PROFIT AND LOSS STATEMENT, PARENT COMPANY INCOME STATEMENT, PARENT COMPANY TEUR TCHF TEUR TCHF 2024 2024 2023 2023 Dividend income from investments 169,402 161,469 34,954 33,946 Interest income group loans 0 0 122 118 Interest income banks 9,217 8,786 4,006 3,890 Other income 0 0 13 13 Total income 178,619 170,255 39,095 37,967 Interest expenses bank loans –3,772 –3,596 −539 −524 Interest expenses group loans 665 634 361 350 Costs for own shares −41 −39 −43 −42 Currency gain 3,588 3,420 4,190 4,069 Currency loss –2,422 –2,308 −4,108 −3,990 Bank charges −173 −165 −211 −205 Write-downs of investments –23,477 –22,377 −1,078 −1,047 Operating result 152,987 145,824 37,666 36,580 Personnel expenses –1,825 –1,740 −1,541 −1,496 Group services –1,471 –1,402 −1,950 −1,894 Other operating expenses –1,232 –1,174 −882 −856 Marketing expenses −400 −381 −129 −126 Write-downs of receivables groups companies 0 0 −381 −370 Depreciation property, plant and equipment −17 −16 −18 −18 Result before tax 148,042 141,111 32,765 31,820 Direct taxes −53 −50 -41 -40 Net profit of the year 147,989 141,059 32,724 31,780 BALANCE SHEET, PARENT COMPANY 31/12/2024 31/12/2024 31/12/2023 31/12/2023 ASSETS TEUR TCHF TEUR TCHF CURRENT ASSETS Cash at bank 151,869 142,939 92,478 85,635 Other receivables 92 87 111 102 -third parties 92 87 111 102 Short-term interest bearing receivables 2,983 2,807 3,123 2,892 -group companies 2,983 2,807 3,123 2,892 Accruals and prepaid expenses 86 81 275 254 -third parties 86 81 275 254 TOTAL CURRENT ASSETS 155,030 145,914 95,986 88,883 NON-CURRENT ASSETS Investments 574,678 620,084 547,513 594,128 Property, plant and equipment 32 30 49 46 TOTAL NON-CURRENT ASSETS 574,710 620,114 547,562 594,173 TOTAL ASSETS 729,740 766,228 643,548 683,057 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 51 PROFIT AND LOSS STATEMENT, PARENT COMPANY BALANCE SHEET, PARENT COMPANY 31/12/2024 31/12/2024 31/12/2023 31/12/2023 LIABILTIES AND SHAREHOLDERS' EQUITY TEUR TCHF TEUR TCHF SHORT-TERM LIABILITIES Short-term interest bearing liabilities - - 30,000 27,780 -group companies - - 30,000 27,780 Other short-term liabilities 49,282 46,384 62,665 58,028 -third parties 173 163 20 19 -group companies 49,108 46,221 62,645 58,009 Accrued expenses and deferred income 460 433 1,765 1,635 -third parties 460 433 1,765 1,635 TOTAL SHORT-TERM LIABILITIES 49,742 46,817 94,431 87,443 SHAREHOLDERS' EQUITY Share capital 12,378 13,460 12,378 13,460 Legal capital reserves 320,131 369,661 337,409 386,614 -reserves from capital contributions 287,347 333,005 304,624 349,049 -other capital reserves 26,620 29,999 26,620 30,502 - merger reserves 6,164 6,658 6,164 7,063 Legal profit reserves 2,389 2,692 2,389 2,692 Own shares against reserves from capital contributions –11,188 –12,112 −11,188 −12,112 Retained earnings 208,299 227,905 175,406 195,952 Net profit of the year 147,989 141,059 32,724 31,780 Currency translation adjustments - –23,253 - −22,771 TOTAL SHAREHOLDERS' EQUITY 679,999 719,412 549,117 595,614 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 729,740 766,228 643,548 683,057 52 ANNUAL REPORT 2024 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 964), eective since 1 January 2013. As there is a consolidated financial report in accor - dance 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 OWN SHARES Any potential sale of treasury shares is recognized with no impact on profit or loss directly in equity. Thus, in case of future sales transactions of treasury shares, any resulting profit or loss is credited or debited directly against the legal reserve from capital contributions. If treasury shares are canceled as part of a capital reduction, the minus item (historic acquisition costs) is derecognized to the extent of the nomi - nal value against the share capital. The dierence between the minus item and the nominal value is derecognized against the legal reserve from capital contributions. Any allocation of treasury shares for employee share participation programs or, as in this case, option plans, is shown in the notes in the form of a separate disclosure indicating the reason for the obligation. 1.5. PRESENTATION CURRENCY / FOREIGN CURRENCY TRANSLATION The Swiss Francs (CHF) values are reported for Swiss compliance purpose (Art. 958d CO). 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, 2024 were translated to CHF considering the following exchange rates and historic opening equity values: 2024 2023 CHF/EUR CHF/EUR Assets and liabilities except equity 1.06247 1.07991 Profit & loss accounts (average rate) 1.04913 1.02970 2. Information Balance Sheet and Income Statement 2.1. OTHER RECEIVABLES The position other receivables in the current assets of TEUR 92 comprises mainly of pre- paid expenses towards third parties TEUR 59 and value added tax credits of TEUR 33. 2.2. INVESTMENTS IN SUBSIDIARIES As of December 31, 2024 the company holds the following participations: Participations (direct) 31/12/2024 31/12/2023 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) Holding EUR 8,833,333 100% 100% 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 5) 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% Fenix Outdoor Americas Holding Inc, USA 3) Holding USD 1 100% 100% 100% 100% Fenix Outdoor Asia Pacific Trading USD 10,000 100% 100% 100% 100% Fenix Outdoor Import Asia, Hong Kong 4) Holding HKD 1 - - 100% 100% Fenix Outdoor Taiwan 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 30% of the voting rights of Frilufts Retail Europe AB. Fenix Outdoor AB held 30% of the capital and 35.50 % of the voting rights in Frilufts Retail Europe AB but all was distributed to Fenix Outdoor International AG as a divi - dend valued to EUR 24.828.405,84 in 2024. 2) Shares in the dormant company Fenix Outdoor Development and CSR AG were fully written down in the end of 2020. In 2024 a capital contribution of EUR 211.595,40 was given to Fenix Outdoor Development and CSR AG 3) Shares in RR Acquisition Company were fully written down in end of 2020. RR Acquisition Company has previous changed name to Royal Robbins Holdings Inc and have now change name again to Fenix Outdoor Americas Holding Company. In 2024 a first capital contribution of EUR 29,646,929.32 was given to Royal Rob - bins Holdings Inc. The value of the first capital contribution was written down EUR 29,646,000. In 2024 also a second capital contribution of EUR 1,859,681 was given to Royal Robbins Holding Inc. 4) Fenix Outdoor Import Asia was liquidated in 2024. 5) Shares in Fenix Outdoor Brand Retail AG were written down in 2024 with EUR 1,120,000. ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 53 NOTES, PARENT COMPANY Amounts in TEUR Share capital Own shares Legal capital reserves Legal profit reserves Retained earnings Net profit of the year Total Balance as per 31.12.2023 12,378 –11,188 337,409 2,389 208,130 - 549,118 Dividends ) –17,277 169 –17,108 Net profit of the year 2024 147,929 147,929 Balance as per 31.12.2024 12,378 –11,188 320,132 2,389 208,299 147,929 679,939 ) Net dividend, dividend payment of TEUR 17,277 minus dividend on own shares TEUR 169. 2.3. EQUITY During 2024 the nominal share capital and the legal capital reserves showed the following several transactions: 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 Crowns 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 2024 no additional shares were purchased and the company per 31.12.2024 held 132,337 B-shares. 2.5. LIQUIDATION INCOME AND DIVIDEND INCOME FROM INVESTMENTS In 2024 Fenix Outdoor Import Asia were liquidated. The liquidation result was TEUR 4,507. In 2024, dividend from Fenix Outdoor Asia Pacific ptc Ltd was distributed of TEUR 7,579 and dividend from Fenix Outdoor AB was distributed of TEUR 156,876, whereof 24828 TEUR as shares in Frilufts Retail Europe AB. 2.6. FINANCIAL INCOME AND EXPENSES The currency gain of TEUR 1,166 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 1,471 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 (2023: 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 31.12.2024 31.12.2023 Guarantees, contingent liabilities, assets pledged in favour of third parties 41,263 47,301 thereof used 41,263 47,301 4. Events after the reporting period Viomoda In 2024 Fenix Outdoor AB entered into a partnership with the German outdoor brand Maloja to operate apparel production at their subsidiary production facility, Viomoda, in Plovdiv, Bulgaria. In 2024, as part of this agreement Fenix Outdoor AB provided convertible loans of MEUR 1.5 to Viomoda Austria maturing latest 31 December 2025. The loan is convertible into up to 40% of Viomoda shares at the option of Fenix Outdoor AB and 49% at the option of Maloja. The loan was converted into 49% of Viomoda shares per 30 January 2025. Cancellation of shares Per 11-02-2025 an Extra General Meeting approved to the Board of Directors a cancellation of 112,898 B-shares, limiting the holding of own shares to 19,439 B-shares representing 0.15% of the capital of A-shares and B-shares. The Board of Directors revoke its resolution and the shares were used for the acquisition of Devold of Norway AS. Devold Per 04-03-2025 acquire 65 % of Devold of Norway AS. The transaction is expected to contribute positively to Fenix’s profitability already in 2025. Fenix paid 35 MEUR for the 65 % stake in Devold of Norway through a combination of cash and 112,898 Fenix Outdoor treasury shares. The seller is Flakk Group, a Norwegian based family- owned business with investments in private and public companies across multiple industries. Flakk Group retains a 35 % stake in Devold. The parties have an mutual put/call arrangement, starting four years from signing per 04-03-2025, whereby Fenix Outdoor has the right to buy and the Flakk Group has the right to sell the 35% of Devold shares held by the Flakk Group. Dividend proposal The Board of Directors proposes a dividend of SEK 30.00 per B-share (15.00) and a dividend of SEK 3.00 per A-share (1.50) for 2024 as repayment out of capital reserve - Final day of trading Fenix Outdoor shares, including the right to the dividend: May 5, 2025 - Recorded date for payment of the dividend: May 7, 2025 - Payment date for the dividend: Earliest May 12, 2025 54 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG PROPOSED APPROPRIATION OF THE AVAILABLE EARNINGS in TEUR in TCHF in TEUR in TCHF Retained earnings 31/12/2024 31/12/2024 31/12/2023 31/12/2023 Profit reserves at the beginning of the period 208,130 227,740 175,234 195,783 Dividend own shares 169 165 172 169 Net loss/profit of the year 147,929 141,002 32,724 31,780 Profit reserves at the end of the period 356,228 368,907 208,130 227,732 Allocation to the legal profit reserves - - - - Profit to be carried forward 356,228 368,907 208,130 227,732 PROPOSAL OF THE APPROPRIATION: Capital contribution reserve carried forward 304,624 349,049 322,478 367,456 Impact exchange rate on previous year estimated dividend in SEK - 832 - 873 Dividend at General Meeting –17,277 –16,876 –17,853 –19,280 Capital contribution reserves attributable for disbursement 287,348 333,005 304,625 349,049 Repayment of legal capital reserves –35,239 –33,167 –18,196 –19,650 Capital contribution reserves 252,109 299,838 286,429 329,399 PROPOSED APPROPRIATION OF THE AVAILABLE EARNINGS ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 55 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 2024, 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 50-53) 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. REPORT OF THE STATUTORY AUDITOR ON THE FINANCIAL STATEMENTS 56 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 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. 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. Based on our audit in accordance with Art. 728a para. 1 item 2 CO, we confirm that the proposed appropriation of the available earnings by the Board of Directors complies with Swiss law and the Company’s articles of incorporation. We recommend that the financial statements submitted to you be approved. Zurich, 1 April, 2025 Ernst & Young Ltd, Zurich Roger Müller Patrick Bächtold Licensed audit expert Licensed audit expert (Auditor in charge) ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 57 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 considered and reported under the new function. – 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 2024 is subsequently confirmed by the annual general meeting in May 2025. 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 2023 the AGM approved a maximum total compensation for 2024 to the Board of Directors of TEUR 1,700 (TEUR 1,600). Fixed compensation The compensation paid in 2024 totaled TEUR 1,297, compared with TEUR 1,282 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 The Directors of the Board which are getting Board remuneration get no variable compensation. 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 monthly salary, up to six monthly salaries. In 2024 the average repo rate was 4.0 per - cent. The return on total assets in year 2024 was 7.1 percent. For 2024 the Executive Chairman is thereby not entitled to any bonus. Total assets are defined as total assets excluding eects from IFRS 16 adjustments. SENIOR EXECUTIVES Fixed compensation At the AGM held in April 2023 the AGM approved a maximum total fixed compensa - tion for 2024 to the Senior Executives of TEUR 3,000. A total of TEUR 3,004 was paid out in fixed compensation in 2024, compared with TEUR 2,525 the previous year. The reason for the increase, and the overdraft, is the expansion of the Senior Executive team from 7 to 9 persons. Variable compensation In 2024 a total variable compensation of TEUR 304 was given to the Senior Execu - tives. The variable compensation paid for 2024 needs to be confirmed by the Annual General Meeting in April 2025. In 2023 a no variable compensation was given. 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 2024 (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, 2024. 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, 2024 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, 2024 Alex Koska, President 1,000 B-shares Martin Axelhed, Executive Vice President 6,000 B-shares Thomas Lindberg, CFO 1,100 B-shares 6 other members 111,489 B Shares 58 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG COMPENSATION REPORT COMPENSATION BOARD OF DIRECTORS 2024 TEUR (audited) Base salary Benefits and other remu - neration Consultant fee Pension contributions Social costs Variable compensation related to and accrued in 2024, incl. soc. cost Total Total in TCHF EUR/CHF 0,9531729 Martin Nordin, Executive Chairman 734 37 - 18 66 - 855 815 Susanne Nordin 204 13 - - 27 - 244 232 Ulf Gustafsson - 28 54 - - - 82 78 Mats Olsson - 28 - - - - 28 27 Sebastian Von Wallwitz - 28 - - - - 28 27 Rolf Schmid - 28 63 - - - 91 87 Total 938 162 117 18 93 - 1,328 1,265 Total fixed compensation 938 162 117 18 93 - 1,328 1,265 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 0,9531729 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 SENIOR EXECUTIVES 2024 TEUR (audited) Base salary Benefits and other remuneration Pension contributions Social costs Variable compensation related to and accrued in 2024, incl. soc. cost Value of options at grant date Total Total in TCHF EUR/CHF 0,9711551 President 441 65 - - 92 - 598 570 Senior Executives 1,654 65 378 401 212 - 2,710 2,583 Total 2,094 131 378 401 304 - 3,308 3,153 Total fixed compensation 2,094 131 378 401 304 - 3,004 2,863 COMPENSATION BOARD 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 OPTION PROGRAM 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, for each person, as long as they are employed. There are no other vesting conditions to be met. The four managers were granted 60000 options (15000 options per person). Each option with a right to buy one B-share in Fenix Outdoor International AG Grant date Exercise price (SEK) Exercise period 1 Exercise period 2 Exercise period 3 Total of options 2022 11 02 845 11/2/25 11/2/26 11/2/27 6,667 6,667 6,666 20,000 2023 02 07 953 2/27/27 2/27/28 2/27/29 6,666 6,667 6,6667 20,000 2023 03 20 834 3/20/28 3/20/29 3/20/30 6,667 6,667 6,6668 20,000 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 59 BOARD OF DIRECTORS, SENIOR EXECUTIVES BOARD OF DIRECTORS, SENIOR EXECUTIVES 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 2023 AND 2024: Blåkläder Workwear AB, CURRENT SHAREHOLDING IN FENIX OUTDOOR: — SEBASTIAN VON WALLWITZ Born 1965 Member of the Board since 2016 OTHER ASSIGNMENTS 2023 AND 2024: 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 2023 AND 2024: Mobiliar Genossenschaft, Competec Holding AG, Ulrich Jüstrich Holding AG, (Mobility Genossenschaft 2023) CURRENT SHAREHOLDING IN FENIX OUTDOOR: — SUSANNE NORDIN Born 1966 Member of the Board since 2016. OTHER ASSIGNMENTS 2023 AND 2024: — 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 EEFJE JACQUES Born 1981 CTO Fenix Outdoor employee since 2020 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 0 B-share. DONNA BURNS Born 1967 Global Product Director Fjällräven. Fenix Outdoor employee since 2003 CURRENT SHAREHOLDING IN FENIX OUTDOOR: 39 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 60 ANNUAL REPORT 2024 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 2024. The audit was limited to the information pursuant to Art. 734a-734f of the Swiss Code of Obligations (CO) in the tables marked “audited” on pages 57 to 59 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 remuneration system and defining individual remuneration 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, 1 April, 2025 Ernst & Young Ltd, Zurich Roger Müller Patrick Bächtold Licensed audit expert Licensed audit expert (Auditor in charge) ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 61 FENIX OUTDOOR SHARE DATA THE SHARE AND SHAREHOLDERS FENIX OUTDOOR SHARE PRICE NASDAQ OMX, 2020–2024 2020-07-02 2021-11-02 2020-09-02 2022-01-02 2020-11-02 2022-03-02 2021-01-02 2022-05-02 2023-03-02 2021-03-02 2022-07-02 2023-05-02 2020-01-02 2021-05-02 2022-09-02 2023-07-02 2020-03-02 2021-07-02 2022-11-02 2023-09-02 2020-05-02 2021-09-02 2023-01-02 2023-11-02 2024-03-02 2024-05-02 2024-07-02 2024-09-02 2024-01-02 2024-11-02 SHARE PERFORMANCE 2024 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 30, 2024, which was 703.00 SEK, Fenix Outdoors market capi - talization was 9.5 billion SEK (10.4). Fenix Outdoor’s share price declined by 6.5 percent in 2024, while the total index, OMX PI Stockholm, increased by 6.0 percent. The highest closing price paid dur - ing the year was 770.00 SEK, quoted in January 9th, and the lowest closing price paid was 587.00 SEK, quoted in November 1st. SHARE CAPITAL At the end of 2024, 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 entitle - ment 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 8,118 (8,742) at 2024. The ten largest share- holders held 84.1 percent of the capital and 93.9 percent of the votes. DIVIDEND For the 2024 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. The Board also propose an extra dividend of SEK 15.00 per B-share and SEK 1.50 per A-share, based on the strong cash flow related to a more normalized inventory level. The dividends corresponding to 241.2 percent of profit after tax. Based on the last price paid on December 30th 2024 (SEK 703.00), the pro - posed dividend represents a dividend yield of 4.3 percent. Since 2020, Fenix Outdoor has paid out an average of 59.4 percent of profit after tax in yearly dividends. Fenix Outdoor OMX PI 37.5% -39.1% 62 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG ANNUAL GENERAL MEETING, FINANCIAL INFORMATION ANNUAL GENERAL MEETING, FINANCIAL INFORMATION 2025 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 Holding Ltd 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 Funds AB - 1,369,087 10.2% 3.9% Bestseller United A/S - 1,206,540 9.0% 3.4% Odin Fonder - 350,000 2.6% 1.0% von der Esch, Mait Stina Birgitta - 201,000 1.5% 0.6% Pictet and Cie (Europe) AG, Succurs, Ale de Lux - 164,696 1.2% 0.5% Nordin Forsman, Anna - 149,452 1.1% 0.4% Fondita Fund Management Company - 93,238 0.7% 0.3% Wall, Karl Johan - 70,000 0.5% 0.2% Aktia Rahastoyhtiö Oy - 68,971 0.5% 0.2% J.P. Morgan SE, Luxembourg Branch, W8IMY/NQI - 65,931 0.5% 0.2% Märta Christina och Magnus Vahlquists Stiftelse - 60,000 0.4% 0.2% Other - 1,644,879 13.2% 4.9% TOTAL 24,000,000 10,927,663 100% 100% Owned by Fenix Outdoor International AG 132,337 TOTAL 11,060,000 The Annual General Meeting of the shareholders of Fenix Outdoor International AG will be held at 14.00 pm on Monday, May 5, 2025, at Solna Strandvägen 128 B, 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 is - sued 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 Tuesday, April 29, 2025 at the following address: Fenix Outdoor International AGM, Solna Strandväg 128 B, 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 Thurs - day, April 24, 2025 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 2024. The Board also propose an extra dividend of SEK 15.00 per B-share and SEK 1.50 per A-share. • Final day of trading Fenix Outdoor shares, including the right to the dividend: May 5, 2025 • Record date for payment of the dividend: May 7, 2025 • Payment date for the dividend: Earliest May 12, 2025 FINANCIAL CALENDAR Interim report January–March, May 5, 2025 Interim report April–June, July 22, 2025 THE MAJOR SHAREHOLDERS 2024–12–31 ANNUAL REPORT 2024 FENIX OUTDOOR INTERNATIONAL AG 63 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 AUDITORS AUDITOR IN CHARGE Roger Müller Licensed audit expert Ernst & Young Ltd Auditor at Fenix Outdoor International AG since 2018 AUDITOR Patrick Bächtold Licensed audit expert Ernst & Young Ltd Auditor at Fenix Outdoor International AG since 2024 Fenix Outdoor International AG, Weidstrasse 1a, 6300 Zug, Switzerland Phone: +46-(0)-660-26 62 00, www.fenixoutdoor.se, E-mail [email protected] www.fjallraven.se www.tierra.se www.devold.com www.hanwag.de royalrobbins.com www.naturkompaniet.se www.partioaitta.fi www.globetrotter.de www.friluftsland.dk OUTDOOR International AG

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