Working towards diversity, equity & inclusion

Ambu wants to be the employer of choice for the talent in our industry. Alongside other initiatives, this means developing an inclusive and equitable work environment for a highly diverse workforce.

We hold integrity high in all we do, and this is part of our company values and a cornerstone in the way we operate, both in the market, but also towards our people, who, we believe, should be empowered and valued as equals in a safe space.

As we operate in a global environment, we recognise that a diverse and inclusive working environment will mean different things for different sets of employees. We therefore approach this through a mixture of global and localised initiatives, including, but not limited to, being a signatory to the United Nations’ Women’s Empowerment Principles (UN WEP) and ensuring an accessible working environment across all our sites.

We live up to our Global Diversity, Equity & Inclusion Policy through employee-driven local initiatives and global strategic approaches. Inherently, we believe that a truly inclusive environment is best achieved by encouraging our employees to speak up and take ownership of creating a working environment they feel they belong to, combined with executive sponsorship, enabling our employees to feel safe and comfortable in doing so.

Targets and progress

By the end of the 2023/24 financial year, we achieved a gender split in other management of 60% men and 40% women in Ambu A/S, of a total of 30 employees, achieving an equal gender distribution. Additionally, we improved the gender split in our Executive Leadership Team (for the Ambu Group), with a split of 57% men and 43% women, of a total of seven members, and across the total Ambu workforce, we achieved a gender split of 37% men and 63% women.

Ambu is committed to structural equity and inclusion across the organisation. In 2023/24, we built on existing progress within Diversity, Equity and Inclusion with thorough quantitative and qualitative analysis. Based on the outcome of this research, we will continue to ensure structural equity across the organisation through pay, promotion and development equity.

Ambu continues to be committed to a bias-free recruitment and promotion process. In 2023/24, we made significant strides in reducing bias in our recruitment process and identifying talent from a holistic perspective through upskilling key hiring teams and focusing on a skill and potential based approach to assessing talent. In 2024/25, we will build on this momentum across the wider approach to talent in the organisation.

In our global employee engagement survey, Ambu scored 4.2 out of 5 on our DEI driver. Based on a range of parameters, we found that we are particularly strong on being an inclusive workforce, and while the cognitive and demographic diversity has improved across the organisation, this continues to be a focus area for us.

Diversity in management positions

Report on the gender composition of the Board of Directors (members elected at the annual general meeting), pursuant to Section 99 b, and on diversity, pursuant to Section 107d, of the Danish Financial Statements Act.

Board diversity

Ambu aims for the Board of Directors and top-level management to be representative across genders, nationalities, ages, education, qualifications, competences and, thereby, perspectives.

As stated in our Global Diversity, Equity & Inclusion Policy, the Board should, as a group, have sufficient knowledge, insight and professional experience to understand Ambu's activities and the risks connected hereto. It is the Executive Management's view that the policies are met, as the criteria on diversity and inclusion has been considered for selection of the Board members in 2023/24 The members of Ambu’s Board of Directors were deemed to possess a wide range of relevant competences in the financial year 2023/24. For an overview of the competences of the Board, please refer to p. 97→.

Since Ambu’s annual general meeting in December 2022, the Board of Directors has had two women on the Board. In this context, board diversity refers to members of the Board elected at the annual general meeting.

Our ambition is to have at least 28.6% of the underrepresented gender on our Board. With two women on a Board of Directors of six members, Ambu achieved this target in 2023/24, as the underrepresented gender represented 33%. Thus, we have an equal gender distribution in our Board of Directors.

We continuously aim to ensure diversity in our Board and disclose the goals and actual numbers of different genders, nationalities and age intervals in our annual reporting. Our goal is to have genders, nationalities and age intervals represented, and we continue our focus on driving broad diversity in the Board.

Statutory reporting of gender diversity for Ambu A/S

Diversity in the Board of Directors (excluding employee-elected)

	Target 2023/24	2023/24
Total number of members	Not required	6
Underrepresented gender (%)	Minimum 28.6	33
Number of genders	2	2
Number of nationalities	2	3
-------------------------	---	---
Number of age intervals (40-49, 50-59, 60-69)	3	3

Gender diversity in the other management of Ambu A/S
	Target 2023/24	2023/24
Total number of members in other management	Not required	30
Underrepresented gender in other management (%)	40	40
	Target 2027/28
Underrepresented gender in other management (%)	Minimum 40	-
*Board of Directors refers to members elected by the shareholders at Ambu’s annual general meeting. Other management of Ambu A/S relates to Ambu A/S (Parent Company) and features the Executive Leadership Team (including the Executive Management) and the second management level, consisting of people managers reporting directly to the members of the Executive Leadership Team.

Gender diversity in the other management of Ambu A/S
Ambu aims not just to have a broad diversity in our Board of Directors, but also to achieve a diverse management and workforce. From a management perspective, we report on gender diversity for both our Group Executive Leadership Team and our other management level, defined only for Ambu A/S (Parent Company. The Executive Leadership Team comprises our top-level executives across the Ambu Group (including our Executive Management). The other management, cf. § 99b, in Ambu A/S consist of two levels of management. Level 1: The Executive Management and the people who are on the same organisational level as the Executive Management. Level 2: People with employee responsibilities who report directly to the Executive Management.
In 2023/24, we achieved a gender split in other management of 60% men and 40% women in Ambu A/S, of a total of 30 employees. We therefore have an equal gender distribution in our Parent Company.
Diversity, equity and inclusion continues to be important at Ambu, and we strive to maintain the equal gender distribution we have achieved.
	To maintain our high ambition for diversity in our other management, as well as the aims set forth in our Global Diversity, Equity & Inclusion Policy, we will continually evaluate and improve our practices across all People & Culture activities.
	This includes continuing our key initiatives from 2023/24. Among other things, our initiatives involved closely tracking and reporting measurements of gender diversity, ensuring accountability and transparency in our efforts to achieve target representation of the underrepresented gender in our other management. Additionally, we made significant strides in reducing bias in our recruitment process and identifying talent from a holistic perspective.
	In 2024/25, we will continue to build on this momentum through applying the same principles in identifying, evaluating and promoting talent within the organisation.
	Above all, we are dedicated to continuing our focus on driving diversity, not only at our Board, Executive Leadership Team and other management levels, but across our global organisation.

Statement of target figures and policies for the underrepresented gender

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```# ANNUAL REPORT 2023/24

IN BRIEF

LETTER FROM OUR CHAIR & CEO

Solid progress and strong momentum marked the 2023/24 financial year for Ambu. In the second year of our transformative ZOOM IN strategy, we delivered strong results on our growth journey, centred on driving high customer value. Going into the 2023/24 financial year, we were committed to accelerating growth and profitability, advancing the solid financial foundation we built last year. And we delivered. delivered above expectations. As a result, we upgraded our financial guidance for the year twice, in April and July. Moreover, due to a continued focus on capital allocation, we further reduced our debt, now at -0.1x EBITDA before special items, and we continued to strengthen our free cash flow, reaching DKK 524m for the full year, versus DKK 192m last year. Subsequently, we reached a favourable position to explore and pursue growth opportunities, both organically and externally, as we accelerate our strategy implementation.

For the full year, we nearly doubled our organic revenue growth to 13.8%, from 7.6% last year, as well as our profitability, with an EBIT margin before special items of 12.0%, from 6.3% last year. Our growth momentum was driven by impactful performance across our business, with Endoscopy Solutions growing 19.7% and Anaesthesia & Patient Monitoring growing 6.1%. Endoscopy Solutions, our key growth engine, now accounts for 59% of our business. The growth was driven by continuous adoption of our existing endoscopy solutions, solidifying our market leader position. In Anaesthesia & Patient Monitoring, our growth was driven by positive outcomes of price increases, aimed at increasing profitability in selected low-margin areas, as well as strong customer loyalty and stable market growth.

Innovative solutions to market

In 2023/24, we made impactful strides in our ZOOM IN strategy. Innovation is a core part of our DNA, and we continued to deepen our customer insights, dedicated to advancing our potential in single-use endoscopy. In pulmonology, we brought our new AI training platform to customers in key markets, and in urology, we expanded our portfolio with the launch of our latest solutions, Ambu® aScope™ 5 Uretero and Ambu® aScope™ 5 Cysto HD, in the USA and Europe. Our urology portfolio now consists of three endoscopes integrated with our two endoscopy systems, enabling urologists to meet a wide range of needs. We are excited to leverage our extended potential in urology, delivering higher levels of workflow efficiency.

In gastroenterology (GI), we also brought new solutions to market, specifically Ambu® aScope™ Gastro Large, in the USA, and our new generation Ambu® aScope™ Duodeno 2, in the USA and Europe. GI represents the largest endoscopy market globally, and we have the most comprehensive single-use endoscopy portfolio. Similar to our approach when we entered pulmonology years ago, we take a focused approach in GI, gradually addressing the potential, while allocating most resources to the other endoscopy segments. A strategic review has been performed across our GI endoscopy business, resulting in revised assumptions for the short-term potential, based on the longer time required to penetrate this segment. Despite the impairment, the carrying amount of GI technologies accounts for one-third of Ambu’s intangible assets (excluding goodwill), thus representing solid mid- and long- term potential in GI - a potential we remain highly committed to unlocking.

Advancing our momentum

Driving growth and scalability. As we look towards a new financial year, we are determined to advance our strong momentum. We will continue to set up Ambu for scalability, efficiency and growth, while leveraging new technologies and solutions to drive customer impact and investing in our organisation to support our growth ambitions. As part of our ambitious transformation programme, we continued to drive execution and efficiencies throughout our value chain to build a scalable, efficient business. New projects were initiated, including investing in a stronger commercial setup to drive organic growth across our endoscopy business, securing lean operations and automation, as well as enhancing our global IT landscape. As a whole, our transformation programme reflects a multi-year journey, centred on setting our organisation up for scalability and growth, while maintaining our unique agility.

Lastly, we achieved major milestones in sustainability. In our commitment to reducing the carbon footprint of our customers, we accelerated our bioplastics efforts. In September 2023, we launched the world’s first endoscope with bioplastics in the handle, and by the end of 2024, all endoscopes from Ambu will use these materials. On our journey to reduce our own carbon emissions, we obtained approval by the Science Based Targets initiative (SBTi) for our near-term climate targets. Combined with our net-zero target for 2045, we are committed to a 75% reduction in our Scope 1 and 2 emissions by 2029/30 and to 82% of our suppliers setting science-based targets by 2026/27. Moreover, our sustainability efforts were recognised by the Financial Times, declaring Ambu a ‘Europe Climate Leader’, and by Premier, Inc., the second-largest group purchasing organisation in the USA, awarding Ambu their ‘2024 Sustainability Award’. These recognitions are a testament to the progress we are making in sustainability, and we are proud to be leading the way in our industry.

On our transformation journey, we are dedicated to having an engaged workforce. Our employees are key to building a successful company, and this year, our global employee engagement survey showcased a tangible increase in our global engagement, exceeding industry benchmarks. We remain dedicated to advancing our global engagement, building on a strong set of company values that defines how we work and create value for all stakeholders.

Central to our efforts in building a strong foundation for the future is a strong Executive Leadership Team that can propel Ambu forward. In 2023/24, we strengthened our Executive Leadership Team with two new profiles. Henrik Bender joined as Chief Financial Officer in January, and Graziela Malucelli joined as Chief Operations Officer in June. Both leaders have extensive executive experience from international high-growth companies and will be instrumental in accelerating our transformation as we grow.

Lastly, thank you to our employees for being a key part of our success, supporting more than 100 million patients every year. And thank you to our customers, partners and shareholders for your continued collaboration and trust in our transformative growth journey.

BRITT MEELBY JENSEN
Chief Executive Officer

JØRGEN JENSEN
Chair of the Board

AMBU AT A GLANCE

Ambu is a global medical technology company that develops, produces and sells innovative solutions across the fields of single-use endoscopy, anaesthesia and patient monitoring. We live by our purpose to rethink solutions together with healthcare professionals, to save lives and improve patient care. Our innovative solutions support more than 100 million patients every year.

~5,000 consists of around 5,000 team members across the world.
Scalable We are the market leader in single-use endoscopy, a fast-growing and high-potential market. We have 3 R&D centres and 4 factories worldwide, with a scalable production set-up.
1st ESG leader For four consecutive years, we have been recognised as a leader within ESG¹.
Our diverse workforce We have a diverse workforce.
Portfolio We offer healthcare staff the most advanced single-use endoscopy solutions portfolio.
Bioplastics As the first company in the world we introduced bioplastics in the handle of our currently marketed single-use endoscopes.
Innovation We are an innovation-driven company, reinvesting 10% of our endoscopy revenue in R&D.

¹ In 2024, Ambu achieved an AA MSCI ESG rating in the Health Care Equipment and Supplies industry, among 83 companies.

FINANCIAL HIGHLIGHTS

2023/24 marked a financial year of strong progress for Ambu. We returned to double-digit organic revenue growth and profitability, while also strengthening our free cash flow.

Revenue by business area

Business Area	2023/24	2022/23
Endoscopy Solutions	4,152	3,374
Anaesthesia & Patient Mon.	2,927	2,788
Total Revenue	7,079	6,162

ENDOSCOPY SOLUTIONS ANAESTHESIA & PATIENT MONITORING

Endoscopy Solutions continued to be Ambu’s biggest revenue contributor in 2023/24. It accounted for 59% of our total revenue and posted an organic revenue growth of 19.7% (15.3%). The underlying trend towards non-invasive procedures remained consistent, and we achieved significant growth beyond that. We experienced growth across all four major endoscopy segments in which we are present, driven by the workflow efficiencies that our single-use endoscopy solutions provide to healthcare providers. Ear-nose-throat (ENT), urology and gastroenterology (GI), combined, posted 29.6% organic revenue growth. The biggest growth contributors were ENT and urology, featuring high double-digit growth throughout the year, with an increased uptake of orders and new customers in all regions. GI posted high double-digit growth as well, however, GI still represents a smaller part of our total endoscopy business. GI was mainly driven by our gastroscopy solutions, Ambu® aScope™ Gastro and Ambu® aScope™ Gastro Large, both integrated with the Ambu® aBox™ 2 endoscopy system. Among other procedures, the solutions target specific needs for bleed management.

Anaesthesia & Patient Monitoring accounted for 41% of Ambu's total revenue in 2023/24 and posted an organic revenue growth of 6.1% (-0.9%). Pulmonology posted 11.7% organic revenue growth. The pulmonology business was mainly impacted by low comparables in the first half of the financial year, driven by last year’s hospital inventory de-stocking. Among others, a positive factor this financial year was the Center for Medicare & Medicaid Services (CMS) granting the Ambu® aScope™ 5 Broncho HD solution a transitional pass-through (TPT) payment. This TPT status allows for incremental reimbursement payments for out-patient procedures where our high-performance single-use bronchoscope is used. TPT was granted, due to our solution’s substantial clinical improvement, compared to existing bronchoscopy technology. It took effect as of 1 January 2024 and is expected to remain active for 24-36 months.

Drivers of the year
Overall, Anaesthesia & Patient Monitoring was positively impacted by normalised post-Covid-19 levels, with stable market growth, as well as strategic pricing initiatives in selected low-margin areas.

Drivers of the year
Last financial year, Ambu announced strategic initiatives to increase profitability by raising prices in selected low-margin areas. The outcomes of these contract negotiations proved better than expected and contributed positively to the overall growth of the business area, bringing it above the long-term projection of 2-4% market growth.

Additionally, Anaesthesia & Patient Monitoring was slightly offset by our strategic decision to exit ~40 markets, with a revenue impact of DKK~20m, most of which were related to this business area.

	Endoscopy Solutions	Anaesthesia & Patient Monitoring
Organic revenue growth, %	19.7%	6.1%
EBIT margin before special items, %	13.8%	12.0%
Free cash flow, DKKm	524
Revenue share by geography
North America	59%	41%
Europe	51%	39%
Rest of World	10%
Revenue, DKKm	5,391
EBIT before special items, DKKm	645
Gross margin, %	59.4%

2022/23: 7.6% 2022/23: 6.3% 2022/23: DKK 192m
2022/23: DKK 4,775m 2022/23: DKK 302m 2022/23: 56.8%

organic revenue growth
organic revenue growth
of total revenue
of total revenue
↑ 19.7%
59%
↑ 6.1%
41%

BUSINESS HIGHLIGHTS

SOLUTIONS PORTFOLIO ENHANCED

Endoscopy Solutions
- Strong growth momentum across all segments in our Endoscopy Solutions business
- Portfolio expanded with regulatory clearances of:
  - aScope™ 5 Cysto HD with aBox™ 2 (CE & FDA)
  - aScope™ 5 Uretero with aBox™ 2 and aView™ 2 Advance (CE & FDA)
  - aScope™ Duodeno 2 with aBox™ 2 (FDA & CE)
  - aScope™ Gastro Large with aBox™ 2 (FDA)
Anaesthesia & Patient Monitoring
- Solid growth in our Anaesthesia & Patient Monitoring business, driven by strategic pricing initiatives
- Portfolio strengthened with Ambu® Broncho Simulator, our new AI bronchoscopy training platform introduced in selected key markets

STRENGTHENED FOUNDATION

Advancement in transformation programme towards a scalable and efficient foundation for future growth
Executive Leadership Team strengthened with Chief Financial Officer, Henrik Skak Bender, and Chief Operations Officer, Graziela Malucelli

SUSTAINABILITY PROGRESS

Continued improvement of Ambu's global engagement score, surpassing industry benchmarks
Launch of the world's first endoscope with bioplastics in the handle - expansion to full portfolio in progress
Near-term climate targets validated by the Science Based Targets initiative (SBTi), and 2045 net-zero plan completed
Recognised by Financial Times, EcoVadis and Premier, Inc, the second-largest US GPO, for our sustainability efforts

Annual report 2023/24

FIVE-YEAR FINANCIAL SUMMARY (DKKm)

	2023/24	2022/23	2021/22	2020/21	2019/20
Income statement
Revenue	5,391	4,775	4,444	4,013	3,567
Gross profit	3,201	2,713	2,554	2,503	2,212
EBITDA before special items	1,009	632	423	556	609
Depreciation, amortisation and impairment	-364	-330	-301	-216	-181
EBIT before special items	645	302	122	340	428
Special items	-334	-8	-148	-	-
EBIT	311	294	-26	325	428
EBITDA	1,007	642	325	556	609
Net financials	-11	-84	135	-32	-106
Profit before tax	1,007	642	325	556	609
Net profit for the year	300	235	210	168	308
Key figures and ratios
Organic growth, %	13.8	7.6	3.9	5.9	12.0
Gross margin, %	59.4	56.8	57.5	62.4	62.0
OPEX ratio, %	47.4	50.5	54.7	50.0	50.0
EBITDA margin before special items, %	18.7	13.2	9.5	13.9	17.1
EBIT margin before special items, %	12.0	6.3	2.7	8.5	12.0
EBIT margin, %	5.8	6.2	-0.6	8.1	12.0
EBITDA margin, %	18.7	13.4	7.3	13.9	17.1
Tax rate, %	22	20	15	20	25
Return on equity, %	4	4.3	2	2	4.3
NIBD/EBITDA before special items	0.7	1.4	2.2	-	-
Equity ratio, %	79	69	48	30	30
Net working capital, % of revenue	19	20	23	20	16
Return on invested capital (ROIC), %	4.9	4.0	3.9	4.4	3.6
Average number of employees	4,894	4,385	4,849	4,437	3,617
Cash flow
Cash flow from operating activities (CFFO)	813	518	295	-553	-458
Cash flow from investing activities before acquisitions (CFFI)	-289	-326	192	-7	-12
Free cash flow before acquisitions (FCF)	524	192	-11	-553	-470
Acquisitions of enterprises and technology	-15	-11	-7	-573	-245
CFFO, % of revenue	15.1	10.9	6.6	-13.8	-12.8
CFFI, % of revenue	-5.4	-6.8	4.3	-0.2	-0.3
FCF, % of revenue	9.7	4.0	-0.2	-13.8	-13.2
Balance sheet
Assets	7,154	6,859	7,215	5,919	4,926
Net working capital	1,050	939	1,022	789	581
Equity	5,594	5,393	4,261	3,952	2,372
Net interest-bearing debt	-57	427	1,658	759	1,346
Invested capital	6,859	5,740	5,740	4,711	3,718
Share-related ratios
Market price per share, DKK	131	74	66	190	180
Earnings per share (EPS) (DKK)	0.88	0.64	0.37	0.98	0.98
Diluted earnings per share (EPS-D) (DKK)	0.88	0.64	0.37	0.98	0.97
Cash flow per share	3.02	1.92	0.37	1.27	1.17
Equity value per share	21	20	17	15	9
Price/equity value	6.3	3.7	4.0	12.4	19.2
Dividend per share	0.38	-	-	0.29	0.29
Pay-out ratio, %	-	-	-	-	-
P/E ratio	149	116	178	194	184

Annual report 2023/24

FIVE-YEAR SUSTAINABILITY & ESG SUMMARY

	2023/24	2022/23	2021/22	2020/21	2019/20
Emissions and waste
Scope 1 and 2*	18,769	20,113	21,950	24,452	-
Share of renewable electricity (%)	34.0	26.0	26.1	4.2	0.2
Share of renewable energy (%)	25.0	18.0	17.2	2.8	0.1
Waste recycled (%)	52.0	46.0	43.0	40.0	41.0
GHG emissions per DKKm revenue*	38.8	33.7	40.5	41.5	41.0
Gender diversity
Women in workforce (%)	63.0	59.0	57.0	57.0	60.0
Women in Executive Leadership Team of Ambu Group (%)	43.0	33.0	29.0	29.0	20.0
Women on Board of Directors (%)	20.0	33.0	20.0	25.0	17.0

*Market-based

We recognise that higher growth and societal benefits often come with a higher environmental footprint. Therefore, we are dedicated to decoupling our growth from our environmental foot- print, meaning our business will grow at a faster rate than our environmental impact. In the last four years, we have made significant progress in this area. Since 2020/21, we have decreased our Scope 1 and 2 emissions (market-based) by 23% and improved our share of renewable electricity to 34%.

Focusing solely on our direct impact is not sufficient. We are also committed to reducing the impact of our entire value chain. For instance, since 2020/21, we have successfully reduced our GHG emissions intensity per revenue by 6.6%. By transitioning our products to bioplastics and other low-carbon materials, we will continue to decouple our growth from our environmental impact.

On our growth journey, we are dedicated to developing an inclusive and equitable work envi- ronment for a diverse workforce. A key metric for us in this area is gender diversity, and we are showing solid progress.

Annual report 2023/24# Annual report 2023/24 13

In brief

SINGLE-USE ENDOSCOPES AND THE ENVIRONMENT

As the leader in single-use endoscopy, we aim to lead the way in developing sustainable practices that continue to help our customers reduce their carbon and environmental footprints. Single-use endoscopes eliminate the need for endoscope cleaning, which requires substantial amounts of water, harmful chemicals, as well as healthcare personnel time. Comparing the carbon footprint of single-use and reusable medical devices is complex. For single-use devices, the primary source of emissions is the raw materials used in production, while for reusables, the main source of emissions comes from reprocessing endoscopes after each procedure. Several studies find that single-use endoscopes have a lower carbon footprint, compared to reprocessing reusable endoscopes. In fact, by eliminating the need for reprocessing, hospitals can reduce their use of energy, chemicals and water, improving their Scope 1 and 2 emissions. After each use, a reusable endoscope must be cleaned, disinfected, sterilised, dried and tested to ensure safe reuse. This resource-intensive process consumes significant amounts of water, chemicals and energy, as well as disposable personal protective equipment and cleaning utensils. In contrast, single-use endoscopes are always available, sterile and fully functional. Moreover, since they are simply discarded after use, they eliminate the need for reprocessing resources.

CO2e reduction from using one single-use cystoscope, compared to reprocessing 33% 60 L one reusable cystoscope of water used for reprocessing a reusable cystoscope versus no water used for single-use

Strategy & Business

STRATEGY & BUSINESS

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Purpose-driven company
History of innovation
Global presence
Strategy momentum
Customer insights
Leader in sustainability
Value creation
Financial targets 2027/28
Equity story
Outlook 2024/25

Annual report 2023/24 15

PURPOSE-DRIVEN COMPANY

CUSTOMER VIEW

At Ambu, we are purpose-driven, dedicated to rethinking solutions together with healthcare professionals to save lives and improve patient care.

"Single-use bronchoscopy helps me arrange the workflow better. It’s better for my staff. It’s better for patients."

Since our foundation in 1937, we have aspired to develop smarter and simpler ways of working in healthcare to enhance the workflow efficiency for healthcare professionals and better the lives of patients.

Driving an engaged culture

At the core of all our efforts are our people. In our global Ambu culture, we strive to ensure that our people can put their skills, experiences and full selves to use in a dynamic and collaborative environment. Our founding purpose continues to resonate today. Through an in-depth understanding of the needs of our customers, we consistently deliver solutions that help healthcare systems worldwide achieve high levels of patient care. As we continue to grow, we are committed to building a highly engaged workplace where every member of our team feels they can make a real difference.

Dr. Suchitra Pilli
Interventional Pulmonologist and Assistant Professor at Creighton University School of Medicine, Nebraska.

By using Ambu’s fourth-generation single-use bronchoscopes, Dr. Pillli and her staff have reduced turnover time between patients from 45 to 25 minutes.

Watch our purpose video on our website ⟶

Annuaal reppoort 20223/24 16

HISTORY OF INNOVATION

Where it all began

We have a proud heritage in healthcare. From our beginnings in Anaesthesia, to our expansion into Patient Monitoring, to our most recent high-potential venture into Endoscopy Solutions, our innovative DNA continues to propel us towards the future.

Watch Ambu’s founder’s story on our website ⟶

1937 Engineer Holger Hesse founds Ambu, originally named Testa Laboratorium, to save lives and improve patient care. The world’s first self-inflatable resuscitator, the Ambu Bag, is born, kickstarting our innovative journey in Anaesthesia.
1956 With the purchase of Medicotest, Ambu becomes the largest European manufacturer of electrodes and enters the field of Patient Monitoring.
2009 Ambu launches the world’s first single-use bronchoscope, the aScopeTM, thereby establishing the high-potential industry of single-use endoscopy.
2018 Ambu expands its single-use endoscopy offering by entering into ear-nose-throat (ENT).
2019 Ambu further increases market leadership in single-use endoscopy by venturing into urology.
2020 By entering into gastroenterology (GI), Ambu is now present in the four largest endoscopy segments. The world’s first endoscope made with bioplastics in the handle is launched, advancing Ambu's pioneering sustainability journey.
2023/24 Our latest growth venture

Learn more about Ambu’s endoscopy journey on our website ⟶

Annual report 2023/24 17

GLOBAL PRESENCE

Our R&D, commercial and manufacturing presence spans a strong global network, delivering top-tier, innovative solutions that are tailored to meet the unique needs of our customers. Close to our customers with a direct commercial presence in all major markets. Our medical solutions are available in 60 countries across the world.

Global R&D presence

HEADQUARTERS Ballerup, Denmark with a global R&D workforce of ~350 employees across three dedicated R&D centres in Denmark, Germany and Malaysia.
Xiamen, China
Noblesville, USA
Augsburg, Germany

Robust manufacturing set-up

Juárez, Mexico with more than 3,600 employees across four manufacturing facilities, producing high-quality solutions that meet the needs of our customers.
Penang, Malaysia
R&D centres
Factories
Direct markets
Distributor markets

Annual report 2023/24 18

STRATEGY MOMENTUM

The 2023/24 financial year was a year of strong momentum for Ambu. Dedicated to supporting our customers, we delivered solid performance across all strategy areas, focused on accelerating profitable growth.

Focus ahead on strategy execution

We are committed to advancing our profitable growth in the years to come, positioning our organisation for greater scalability, efficiency and customer-centricity. We launched our ZOOM IN strategy in November 2022, dedicated to becoming the most customer-centric in our field and delivering strong profitable growth. Two years in, our teams worldwide continue to make strides on our growth journey. Our strategic progress this year included expanding our customer insights and delivering new solutions to our customers in urology, pulmonology and gastroenterology (GI). Moreover, we conducted a strategic review across our GI business, which led to revised assumptions for the short-term potential, based on the extended time required to penetrate the market. Nevertheless, the carrying amount of GI technologies accounts for one-third of our intangible assets (excluding goodwill), representing solid mid- and long-term potential in GI. Additionally, our transformation programme gained momentum, unlocking new efficiencies, and we advanced our operational foundation to advance customer outcomes and scalability. For our sustainability agenda, we accelerated our efforts to reduce the carbon footprint of our products and operations. Lastly, we strengthened our Executive Leadership Team and secured an increase in Ambu’s global engagement.

As we progress with our ZOOM IN strategy, we are focused on raising the bar for driving customer value. This involves delivering new innovative technologies and solutions that enhance workflow and patient care, as well as discovering new ways to help customers reduce their carbon footprint. Driving these efforts is a global Ambu culture, characterised by strong values and leadership, building continuously growing engagement levels. As a testament to our momentum in 2023/24, we achieved financial results above expectations, resulting in two upgrades of our financial guidance, in April and July 2024. With our ZOOM IN strategy, we aspire to become the most customer-centric in our field. On the next page, Ambu’s strategy highlights are listed, reflecting our strong momentum for the 2023/24 financial year.

Annual report 2023/24 19

Zoom in on people & culture

Bring people together in one shared culture

Zoom in on execution

Excel in execution across the value chain

Zoom in on customers

Provide innovative solutions for true customer needs

Zoom in on sustainability

Take leaps towards a sustainable future
Extended urology offering: Extended urology portfolio, with CE mark and FDA clearance for our HD cystoscopy solution and for our ureteroscopy solution. All three endoscopes in urology now work on Ambu’s endoscopy systems platform.
Strong Endoscopy Solutions growth: Strong quarter-over-quarter momentum in our Endoscopy Solutions business, resulting in 19.7% growth, driven by solid performance across all segments, particularly high double-digit growth in urology and ENT.
Bioplastics implementation: Acceleration of plans to implement bioplastics in the handles of our currently marketed endoscopes by the end of 2024. In addition, introduction of bioplastics in the cuff protectors of our laryngeal masks in Anaesthesia.
Executive Leadership Team: Executive Leadership Team (ELT) strengthened with Henrik Skak Bender joining as Chief Financial Officer and Graziela Malucelli joining as Chief Operations Officer.# Strategy & Business

Setting up for scalability and growth

Continued progress on setting up our organisation for best customer outcomes, strong collaboration, increasing scalability and accelerated profitable growth.

New solutions in GI

CE mark and FDA clearance for our new generation duodenoscopy solution and FDA clearance for our larger-version gastroscope, however, short-term GI potential re-evaluated.

Heightened A & PM performance

Solid 6.1% growth in our Anaesthesia & Patient Monitoring business, mainly due to price increases in selected low-margin areas and reduced market complexity.

Near-term climate targets

Near-term climate targets for Scope 1, 2 and 3 greenhouse gas emissions validated by the Science-Based Targets initiative (SBTi).

Net-zero by 2045

2045 set as Ambu’s target year for reaching net-zero emissions across our value chain.

Continued embedding of Ambu values

Our refreshed Ambu values continued to be embedded across the organisation, through team workshops and annual review processes.

New AI training platform

Introduction in key markets of Ambu® Broncho Simulator, an AI-based platform for bronchoscopy training.

Free cash flow further advanced

Free cash flow significantly strengthened throughout the year, ending at DKK 524m, due to strong operational performance.

Widespread recognition

Key recognitions achieved, with the Financial Times declaring Ambu an ‘EU climate leader’, EcoVadis granting us a ‘Commitment’ badge and the leading US GPO, Premier, Inc., awarding us their ‘2024 Sustainability Award’.

Engagement score multiplied

Ambu’s 2024 global engagement survey showed a continued improvement in engagement score, achieving a rating of 4.1, compared to the industry benchmark of 3.9.

Impactful customer insights

Advanced understanding of our endoscopy customers, reflecting key insights and opportunities for future development.

Increased profitability levels

Solid improvement of our profitability, driven by impactful transformation efforts, as well as strong revenue growth.

Annuaal reppoort 20223/24 20

SITE OF CARE

A key parameter for our customers relates to site of care. Site of care refers to where procedures are performed, such as, the intensive care unit (ICU), operating room (OR), outpatient setting and endoscopy suite.

SOLUTIONS CUSTOMER INSIGHTS

Our customers emphasise that they don’t just value products; they value solutions. This means that they are not focused solely on the specific endoscope and its capabilities. They seek a solutions-based approach to innovation, integrating endoscopes with cutting-edge software, AI support, data management and portfolio-enhancing tools, to improve operational efficiency and enhance patient care. In the ICU, for example, clinicians and procedure assistants generally need easy-to-use and portable solutions that occupy minimal space, to support the fluctuating and often hectic environment. In fact, overall, there are more common traits related to where they perform procedures than which endoscopy segment they operate within. Our innovation is fuelled by a deep understanding of our customers’ needs. We work closely with clinicians, procedure assistants, department administrators and procurement managers, each representing unique needs and perspectives on how we can best support them with our single-use endoscopy solutions.

CUSTOMER EXPERIENCE

Ambu’s customer service, clinical training and overall support are highlighted by our customers as crucial to their experience, satisfaction and loyalty. These elements are key to building strong relationships and trust.

VARIETY OF NEEDS

Another parameter is linked to the great variety of needs that exist in and across pulmonology, urology, ear-nose-throat (ENT) and gastroenterology (GI). In urology, for instance, there are around 10 main cystoscopy procedures, all characterised by having distinct needs. As such, there is a high complexity of customer needs across all endoscopy segments, representing great opportunities for innovation and differentiation.

AMBU BRAND

The Ambu brand is of key importance for our customers. We are uniquely recognised for our quality, reliability and insights-driven partnerships with customers. Across all customer groups, five key parameters stand out for delivering strong value.

Annual report 2023/24 21

Our sustainability and ESG ratings

Obtained in 2023/24

LEADER IN SUSTAINABILITY


Ambu has taken significant steps in sustainability and is recognised as a leader in our industry.
Validated
Non-Compliant	0	100
Compliant	0	100
Committed	65.1

We are deeply committed to helping our customers reduce the environmental footprint of their activities, while also reducing the footprint of our own activities.

Four recognitions in one year

Europe Climate

In 2023/24, we added four new recognitions to our list of accreditations. In January, we announced the validation by Science Based Targets initiative (SBTi) of our near-term carbon reduction targets for Scope 1, 2 and 3 greenhouse gas emissions. In May, the Financial Times declared Ambu an “EU climate leader” for our significant strides in reducing greenhouse gas (GHG) emissions intensity and committing to more climate-related initiatives, while delivering strong economic growth. In August, S&P Global granted us an ESG score above the industry average. Lastly, also in August, EcoVadis awarded us a “Commitment” badge, reflecting good performance in our sustainability business practices. We are proud of our progress, on track to advance our ratings.

Leader 2024

| Financial Times x Statista | | | | | | | | | | |
| :------------------------- | :---- | :---- | :---- | :---- | :---- | :---- | :---- | :---- | :---- | :---- | :---- |
| | AA | A+ | A | B | C+ | C | D | D- | | |
| Over the years, Ambu has achieved solid ratings from a wide range of renowned assessment organisations. Today, we are highlighted by MSCI as a leader in the healthcare equipment and supplies industry, and we are dedicated to strengthening our foundation. | | | | | | | | | | |
| Continued in 2023/24 | | | | | | | | | | |
| Sustainalytics | | | | | | | | | | 100 |

Recognised by leading US GPO

In August 2024, the USA’s second-largest group purchasing organisation, Premier, Inc., awarded Ambu a 2024 Sustainability Award: “Reducing Harmful Chemicals of Concern”.

Ambu has been certified as a Nasdaq ESG Transparency Partner

Ambu commits to transparent and regular disclosures on progress related to human rights, labour, environment and anti-corruption principles. Learn more about our ESG and Sustainability efforts, targets and progress on p. 55→.

Annual report 2023/24 22

Our strongholds

Our value creation

Trusted Ambu brand
Enhancing workflow efficiency and patient care with an advanced offering of innovative healthcare solutions through products, systems, software and tools.
Strong customer relationships and insights
Increasingly scalable business model
Supporting healthcare systems in reducing their environmental footprint
Diverse group of dedicated and skilled employees in a purposeful and values-based culture

We develop, manufacture and sell innovative medtech solutions that enhance workflow efficiency and patient care at hospitals and clinics around the world, driven by a purposeful culture in which our employees can thrive and grow.

Highly engaged Ambu culture
Low-carbon and fossil-based raw materials

Financial capital

Driving long-term shareholder value

CUSTOMER-CENTRIC INNOVATION

Our R&D teams work closely with healthcare professionals to develop innovative medtech solutions that enhance workflow efficiency and patient care.

3 dedicated R&D centres in Denmark, Germany and Malaysia

TAKE-BACK AND RECYCLING

We engage in take-back and recycling programmes to minimise the waste and environmental impact of our single-use endoscopes.

We engage in take-back and recycling pilot programmes in three of our key markets

At Ambu, creating value for our customers and employees is key to our success and strong financial performance.

MANUFACTURING KNOW-HOW

We produce high-quality, low-cost solutions and source low-carbon raw materials to reduce the environmental footprint of our customers.

4 factories located in China, Mexico, Malaysia and the USA

HARNESSING NEW INSIGHTS

Our sales and marketing teams harness new market and customer insights, advancing our foundation for delivering future innovations.

For our customers, which include clinicians, procedure assistants, department administrators and procurement managers, we are dedicated to understanding and addressing their unique needs. By working closely with them, we develop innovative solutions that

RELIABLE PRODUCT SUPPLY

We ship our solutions to regional warehouses before they safely and reliably reach the hands of our customers.

Our solutions reach more than 60 markets across the world
More than 100 million patients are supported with our solutions every year

CUSTOMER SALES AND SERVICE

We have our own sales force in all our key markets, ensuring closeness to customers and continuous feedback on our solutions offering.

In all our endeavours, our people are our greatest asset. Empowering everyone to harness their diverse skills and knowledge – within and across teams – is key to driving high levels of collaboration and engagement in our dynamic Ambu culture.

BUSINESS MODEL

Annual report 2023/24 23

FINANCIAL TARGETS 2027/28

Deliver strong, profitable growth

Financial targets 2027/28

At heart, Ambu is a growth company. The goal of our ZOOM IN strategy is to deliver strong profitable growth, corresponding to our long-term financial targets of +10% average annual organic revenue growth over the five year period 2022/23 - 2027/28 and an EBIT margin of ~20% in 2027/28.

	2027/28 Target	2023/24 actuals	2022/23 actuals	Organic growth CAGR from 2022/23 to 2027/28
Revenue Growth	+10%	15-20%	2-4%	13.8%
EBIT Margin	~20%	6.1%	7.6%	Total

This year, we gained strong momentum, achieving solid cash flow, driven primarily by operating profit.# EQUITY STORY

Attractive single- use endoscopy market

Leading product portfolio
Scalable business model
Transforming for growth

Fast-growing market

Impactful single-use benefits
High innovation knowhow
Long-term profitable growth

The growth potential for single- use is immense with only ~3% of the global endoscopy market having transitioned

We partner with healthcare professionals to drive new innovative technologies and solutions to market

Our single-use endoscopy portfolio brings improved workflow efficiency, patient safety and financial costs to health systems

We deliver strong shareholder value:
• >10% average growth over the next five years (2022/23- 2027/28)

Unmet customer needs
Scalable production facilities
Health systems worldwide face staff shortages, capacity overload and rising costs, creating a need for efficient solutions

Well-positioned to win
We produce high-quality solutions at a low cost across our four factories, in a scalable production setup

∙ 15-20% growth in Endoscopy Solutions
As the world’s leading single- use endoscopy player, we have the most advanced endoscopy solutions portfolio

∙ 2-4% growth in Anaesthesia & Patient Monitoring
Focus on patient safety
Global commercial infrastructure
Regulatory bodies raise
Sustainability dedication
awareness of the risk of cross- contamination, advocating the adoption of single-use solutions

• EBIT margin: ~20% in 2027/28, with potential trade-offs in growth invest- ments
To reduce our customers'
We have the world’s largest single-use endoscopy sales and marketing organisation, with our own sales force in all our key markets
environmental footprint, we apply circular economy principles in how we design, manufacture and dispose of our solutions

Annual report 2023/24 | 25

Strategy & Business

OUTLOOK 2024/25

Building the foundation for future profitable growth

Our ZOOM IN strategy was launched two years ago, initiating a transformation towards strong profitable growth. This transformation builds on delivering innovative solutions, focused execution and applying a flexible approach, with allocation of resources to the highest-potential opportunities. In 2023/24, we took a significant step forward, reaching double-digit organic revenue growth and improving profitability and free cash flow.

Organic revenue duration is 1-3 years, however, the majority of contracts were renewed in the first half of 2023/24. The price increases will therefore partly impact the 2024/25 financial year, however, the volume growth prospects are not yet fully visible, leaving a small degree of uncertainty.

For 2024/25, Ambu expects Anaesthesia & Patient Monitoring to grow mid-single digits.

Our Endoscopy Solutions business remains the key growth engine for Ambu. In 2024/25, this business area is expected to grow +15% organically, with all four endoscopy seg- ments expected to contribute to the growth. In our more mature pulmonology segment, we will continue to strengthen our offering and expect solid organic growth in 2024/25. In the less mature yet fast-growing segments of ear-nose-throat (ENT) and urology, the strong growth momentum is expected to continue, delivering double-digit organic revenue growth in 2024/25. Gastroentero- logy (GI), which accounts for a small part of Ambu's endoscopy business, is also expected to contribute to the organic growth in 2024/25, however, this endoscopy segment mainly represents a mid- to long- term growth potential, with a stepwise and focused expansion approach.

Financial guidance 2024/25

Item	2023/24 Realised	2024/25 Expected
Organic revenue growth	13.8%	10-13%
Reported EBIT margin before special items	12.0%	12-14%

Overall, for the 2024/25 financial year, Ambu’s total organic revenue growth is expected to be 10-13%, compared to 13.8% in 2023/24, while reported EBIT margin before special items is expected to be 12-14%, compared to 12.0% in 2023/24. This will be driven by both an improved gross margin and operating le- verage, partly off-set by growth investments.

Market conditions

Throughout 2023/24, geopolitical uncertainty and a volatile macroenvironment continued to impact the global economy, leading to inflationary pressures on raw materials, energy prices and logistics costs. We expect this to persist throughout 2024/25. Nonethe- less, we expect the single-use endoscopy market to continue to grow, driven by hospi- tal systems' and clinics' growing need for workflow efficiencies and improved econo- mics, as well as the increased awareness of infection control and the strong clinical performance that single-use solutions bring to healthcare professionals and patients.

Other assumptions

Ambu's free cash flow before acquisitions is expected to be DKK +500m, compared to DKK 524m in 2023/24. The continued increased cash flow will be driven by a higher EBIT margin before special items and continued improvements from our transformation efforts.

Last year, Ambu announced strategic initia- tives to increase profitability by raising prices in selected low-margin areas within Anae- sthesia & Patient Monitoring. The contracts’

Annual report 2023/24 | 26

Strategy & Business

Currency expectations

Follow-up on announced outlook

During 2023/24, Ambu upgraded the outlook for organic revenue growth and EBIT margin before special items (b.s.i.) on two occasions in total. The financial outlook for 2024/25 is based on the exchange rate assumptions stated at the top of the table below.

Approximately 53% of Ambu’s total revenue is invoiced in USD. Furthermore, approximately 29% of revenue is invoiced in EUR or DKK, and approximately 7% is invoiced in GBP, while the remaining 11% is invoiced in other currencies. Production and capacity costs are predominantly settled in USD, DKK, EUR, MYR and CNY. The effect of a weakening of 10% rela- tive to the Danish krone is estimated to be as depicted in the table below.

Firstly, in April 2024, we raised our guidance for organic revenue growth to 10-12%, from 7-10%, and for EBIT margin b.s.i. to 10-12%, from 8-10%, based on better-than-expected outcomes of contract negotiations in Anaesthesia & Patient Monitoring. Secondly, in July 2024, we raised our guidance yet again for organic revenue growth to 12-14%, from 10-12%, and for EBIT margin b.s.i. to 11-13%, from 10-12%, based on continued strong growth in Endoscopy Solutions and solid growth in Anaesthesia & Patient Monitoring.

Exchange rate assumptions as the basis for the financial outlook for 2024/25

Currency	Average in 2022/23	Average in 2023/24	Expected for 2024/25
USD/DKK	6.98	6.88	6.85
MYR/DKK	1.54	1.48	1.60
CNY/DKK	0.99	0.95	0.95
GBP/DKK	8.55	8.72	8.85

Overview of changed outlook expectations throughout 2023/24

Item	8 Nov	10 Apr	10 Jul	Realised
Organic revenue growth	7-10%	10-12%	12-14%	13.8%
Reported EBIT margin b.s.i.	8-10%	10-12%	11-13%	12.0%

Estimate of the effect of a weakening of 10% relative to the Danish krone

Currency	Revenue	EBIT	EBIT margin
USD	-320	24	-0.9 ppts
MYR	-92	-44	0.9 ppts
CNY	-55	-35	0.4 ppts
GBP	-8	EBIT	-0.5 ppts

Forward-looking statements

Forward-looking statements, in particular relating to future sales, operating income and other key financials, are subject to risks and uncertainties. Various factors, many of which lie outside Ambu’s control, may cause the realised results to differ materially from the expectations pre- sented in this report. Such factors include, but are not confined to, changes in market condi- tions and the competitive situation, changes in demand and purchasing patterns, fluctuations in foreign exchange and interest rates, as well as general economic, political and commercial conditions. See also the section concerning risks on p. 91→

Annual report 2023/24 | 27

Solutions

OUR BUSINESS AREAS

Ambu delivers innovative solutions across two business areas: Endoscopy Solutions and Anaesthesia & Patient Monitoring. Across – and within – each business area, we have a diverse array of customers with varied challenges and needs.

Endoscopy Solutions

The Endoscopy Solutions business area is Ambu’s main growth engine. We deliver high-quality, single-use solutions across the four major endoscopy segments: pulmo- nology, ear-nose-throat (ENT), urology and gastroenterology (GI).

Anaesthesia & Patient Monitoring

Our Anaesthesia & Patient Monitoring business area consists of a wide range of high-quality products. Our Anaesthesia portfolio is primarily intended to facilitate the ventilation of patients, while our Patient Monitoring portfolio mainly covers elec- trodes, used for measuring electrical signals to monitor and diagnose patients.

The conversion from reusable to single-use endoscopes is fuelled by four key value driv- ers: workflow efficiency, improved economic costs, increased patient safety and sustainability advancements. Combined, they represent our important legacy solutions, driving workflow efficiency, improved costs and patient safety.

Annual report 2023/24 | 28# Long-term financial targets

Organic revenue growth based on a 5-year CAGR from 2022/23 - 2027/28: 15-20%
Annual report 2023/24 29

Solutions

DRIVERS OF SINGLE-USE ENDOSCOPY

The transition towards single-use endoscopy is dependent on proven benefits for health systems. Our single-use endoscopy solutions feature four main drivers, supported by health economic data studies.

WORKFLOW ECONOMICS
Single-use endoscopes enhance workflow efficiency by not requiring time-consuming reprocessing.
69% reduction in post-cystoscopy encounters when using single-use cystoscopes versus reusables¹
80% reduction in staff time by using a single-use cystoscope²
PATIENT SAFETY
Single-use endoscopes are 100% sterile and thus eliminate the risk of transmitting bacteria between patients.
$441 average repair cost per procedure for reusable ureteroscopes, versus no repairs needed for single-use³
$126.23 saved per procedure by using a single-use gastroscope⁴
8.69% cross-contamination rate associated with patient-ready reusable bronchoscopes, versus 0% in single-use⁵
60% decrease in infection risk for ERCP with single-use⁶
SUSTAINABILITY
Single-use endoscopes reduce the use of energy, chemicals and water, as they require no reprocessing.
33% CO2e reduction from one single-use cystoscope, compared to reprocessing one reusable cystoscope⁷
60 L reduction of water used for reprocessing a single reusable cystoscope⁷

Sources: ¹ Geldmaker et al. (2023); ² Data on file, pending publication; ³ Rindorf et al. (2022); ⁴ Hoffman et al. (2023); ⁵ Travis et al. (2023); ⁶ Hutfless et al. (2022); ⁷ Baboudjian et al. (2022).

Annual report 2023/24 30

Solutions

LEADING ENDOSCOPY SOLUTIONS PORTFOLIO

We offer healthcare professionals the most comprehensive single-use endoscopy portfolio across the four major endoscopy segments.

Pulmonology
* Ambu® aScope™ 4 BronchoSampler
* Ambu® aScope™ 4 Broncho Slim
* Ambu® aScope™ 4 Broncho Regular
* Ambu® aScope™ 4 Broncho Large
* Ambu® aScope™ 5 Broncho HD 5.6/2.8
* Ambu® aScope™ 5 Broncho HD 5.0/2.2
* Ambu® aScope™ 5 Broncho 4.2/2.2
* Ambu® aScope™ 5 Broncho 2.7/1.2

Gastroenterology (GI)
* Ambu® aScope™ Gastro
* Ambu® aScope™ Gastro Large
* Ambu® aScope™ Duodeno 2
* Ambu® aScope™ Colon

Ear-nose-throat (ENT)
* Ambu® aScope™ 4 RhinoLaryngo Slim
* Ambu® aScope™ 4 RhinoLaryngo Intervention

Urology
* Ambu® aScope™ 4 Cysto
* Ambu® aScope™ 5 Uretero
* Ambu® aScope™ 5 Cysto HD
* Ambu® VivaSight™ 2 DLT
* Ambu® VivaSight™ 2 SLT

Our two endoscopy systems, Ambu® aBox™ 2 and Ambu® aView™ 2 Advance, comprise the backbone of our endoscopy ecosystem. Across our portfolio, endoscopy professionals can efficiently utilise our fleet of endoscopes on the same intelligent ecosystem platform.

Annual report 2023/24 31

Solutions

We are committed to reducing the carbon footprint of our single-use devices by focusing on product design and material choices. By transitioning our plastics to lower-carbon bioplastics, we are reducing the carbon footprint of our products, for the benefit of our customers.

REDUCING CARBON EMISSIONS WITH BIOPLASTICS

The largest contributor to carbon emissions for our products is the materials used to produce them. Our efforts are therefore focused on transitioning our products to bioplastics and other low-carbon materials. Bioplastics are made partly or entirely from bio-based feedstock, making it a renewable material source with a lower carbon footprint. This marks an important first step in our ambition to reduce the carbon footprint of our products and transform our industry towards a more sustainable future.

Bioplastics in our Anaesthesia portfolio

In August 2024, we further advanced our use of bioplastics. We introduced the innovative materials in our Anaesthesia portfolio, specifically in the cuff protectors used in our laryngeal mask offering. By reducing our own carbon footprint, we support our customers in becoming increasingly more sustainable. Bioplastics represent an opportunity to replace traditional fossil-based plastics, providing the same strength, hygienic qualities and performance, but with a lower carbon footprint.

World’s first endoscope with bioplastics

Looking ahead, we are dedicated to exploring new ways of introducing bioplastics across our product portfolio and packaging. In September 2023, we launched the world’s first endoscope made with bioplastics in the handle. One year later, we have implemented bioplastics in the handles of nearly all our recently marketed endoscopes, and we expect this to be implemented in all recently marketed endoscopes by the end of 2024. We are proud to be spearheading this transformation in single-use endoscopy and beyond, for the benefit of Ambu, our customers and the world.

→ Read more about our environmental initiatives on our website

Annual report 2023/24 32

Solutions

FUTURE ENDOSCOPY INNOVATIONS

Innovation has been at the core of Ambu’s DNA since 1937. We are dedicated to continuing to bring impactful endoscopy solutions to our customers, engaging in a multi-faceted approach to solution-based innovation. Ambu’s innovation efforts are fundamentally driven by our unwavering commitment to meeting the needs of our customers, empowering them to enhance their workflow efficiency and improve patient care. Our innovation approach within endoscopy is multifaceted and centres on three key aspects:

Single-use endoscopes
Focus on product innovation related to our single-use endoscopes. In the ever-evolving healthcare landscape, our customers’ needs extend far beyond a demand for our high-quality single-use endoscopes. In fact, they encompass a broader spectrum of requirements, including advanced products, hardware, software, data, tools, sustainability measures. We will continue to innovate and improve our range of single-use endoscopes, ensuring they meet the highest standards of quality and performance through new features and capabilities that enhance the user experience and patient treatment. A new future innovation within our ENT solutions offering includes our upcoming high-resolution ENT endoscope.
Endoscopy systems
Focus on innovation related to software and data management within our endoscopy systems. Recognising the crucial role of digital technology in modern healthcare, we will develop and implement cutting-edge software in our endoscopy systems. This will not only enhance the functionality and features of our endoscopes, such as, image resolution, advanced red contrast (ARC) and artificial intelligence (AI), but also empower data management and improve overall operational efficiency for our customers.
Other key value-adding factors
Focus on innovation complementing our endoscopy solution offering, such as, portfolio-enhancing tools and sustainability. Key value-adding factors represent innovations that complement our endoscopy solutions offering, such as, portfolio-enhancing tools and sustainability measures. Portfolio-enhancing tools include products like our Ambu® BronchoSampler™, our AI training platform and our upcoming videolaryngoscope 2.0, which all complement our pulmonology solutions offering, adding additional value for customers. Similarly, our innovations within sustainability, such as, our use of bioplastics in the handles of our single-use endoscopes, play an important role in our full endoscopy offering. Sustainable practices is getting increasingly crucial to our customers, and we are dedicated to continuing to innovate in this area to further reduce the environmental footprint of our customer’s activities.

In our efforts to drive future endoscopy innovations, we are taking a multi-faceted approach to meet these diverse and unmet needs. We aim to go beyond a sole focus on endoscopes and instead deliver solutions that allow endoscopy professionals to excel in their field and deliver exceptional patient care.

Annual report 2023/24 33

Solutions

ENDOSCOPY MARKET POTENTIAL

When Ambu entered the endoscopy market in 2009 with the world’s first single-use bronchoscope, the single-use endoscopy market was non-existent. We pioneered this shift, driving the adoption of minimally invasive procedures towards single-use solutions.

Today, we are present in the four major endoscopy segments: pulmonology, ear-nose-throat (ENT), urology and gastroenterology (GI). Across these four segments, the global endoscopy market comprises a total of 150-200 million annual procedures. In our priority markets, the number of annual procedures amounts to approximately 100 million¹, and with our currently marketed solutions and near-term solutions in development, we address ~23% of this 100-million procedure market.

We remain strongly positioned as the market leader in single-use endoscopy. At present, we support around 2.4 million procedures annually across the four major segments, showcasing an immense growth potential ahead. We are excited about our opportunities to further advance the transition towards single-use, ultimately enhancing workflow efficiency and patient care worldwide.

	Pulmonology	Ear-nose-throat (ENT)	Gastroenterology (GI)	Urology	Total
Addressable market with current portfolio²	11.5m	6.0m	6.0m	6.0m	~34.5m
Ambu’s sales volume in 2023/24	4.1m		~2.4m

¹ DRG, Definitive Healthcare, iData & internal market research.
² Addressable market is defined as product being technically & commercially viable.

Annual report 2023/24 34

Solutions

CUSTOMER VIEW

PULMONOLOGY

Challenging the gold standard# Solutions

CUSTOMER VIEW

Pulmonology

Faiz Bhora, thoracic surgeon and Director at the Advanced Lung and Airway Center at Hackensack Meridian Health Network, uses the Ambu® aScopeTM 5 Broncho HD solution for both simple diagnostic and therapeutic proce- dures, as well as for the most complex interventions. For him and his staff, the versatility and efficiency of the solution allows for more patients to be treated in the course of a day, covering a wide range of procedural needs. In the field of pulmonology, procedures are performed across various settings, including the operating room, intensive care unit and bronchoscopy suite.

In pulmonology, ~5 million procedures are performed annually, of which Ambu addresses ~4.1 million with our advanced pulmonology offering. Across pulmonology, ~3 million procedures take place in the operating room (OR) and intensive care unit (ICU), while ~2 million procedures are performed in the endoscopy suite.

Key drivers of single-use in pulmonology

In the operating room and intensive care unit, doctors perform basic pulmono- logy procedures, such as, intubating patients with difficult airways or removing secretions from the lungs, using bronchoscopes. These environments are typi- cally fluctuating, making it essential for clinicians to have access to solutions that ease workflow efficency (by not requiring time-consuming reprocessing), that are user-friendly, space-efficient and easily portable. These factors con- tribute to improved economics through faster patient visits, maximising space utilisation and removal of the need for costly repairs, allowing nurses to focus on patient care. Thus, the immediate availability and convenience of single-use bronchoscopy solutions have driven rapid adoption in these settings.

”It has really changed our workflow entirely and quite frankly has allowed us to do more cases in a day than we were doing prior.”

Workflow

Economics

Patient safety

Our pulmonology solutions offering Ambu’s wide-ranging fleet of single-use bronchoscopes, used in conjunction with the Ambu® aView™ 2 Advance and Ambu® aBox™ 2 systems, offer a portable, always-available solution that enhances workflow efficiency and eliminates unex- pected costs related to reprocessing, repairs and maintenance across all sites of care in pulmonology.

In the bronchoscopy suite, more advanced procedures are performed, includ- ing lung cancer diagnosis and treatment. The nature of these more complex procedures, combined with the overall pressured hospital environment, make workflow efficiency important. Additionally, some pulmonology procedures, such as, rigid bronchoscopies or stent placements, carry a high risk of break- age, which means that eliminating the risk of cancelled procedures and repair costs is crucial. Infection risk is also a significant concern for immunocompro- mised patients, meaning that 100% sterile endoscopes are crucial.

Watch the video with Dr. Faiz Bhora ⟶

Annual report 2023/24 35

UROLOGY

Time for patient care

In urology, ~11.5 million procedures are performed annually, of which Ambu addres- ses ~7 million with our complete urology portfolio. Procedures in urology are split between ~10 million cystoscopies, which typically take place in an out- patient setting, and ~1.5 ureteroscopies, which are typically performed in an in-patient setting.

Medical clinics and healthcare facilities often grapple with challenges related to efficiency, especially for cystoscopy procedures. Traditionally, the need for meticulous sterilisa- tion processes has been a time-consuming task that could otherwise be dedicated to patient care. The aScopeTM 4 Cysto effectively eliminates the cumbersome reprocessing process, allowing healthcare professionals to focus their time and energy on delivering the best care possible to their patients. This simple and efficient approach to cystoscopy has had a profound impact on workflow and productivity.

Dr. Michael J. Kennelly, MD, FACS, Professor of Urology at Carolinas Medical Center, North Carolina, USA: Cystoscopies focus on examining and treating the lower urinary tract, particu- larly the bladder. These procedures are typically set in an out-patient setting, such as, a doctor’s office, and are relatively quick. In this setting, however, time and resources are often limited, and so, not requiring time-consuming repro- cessing makes single-use cystoscopy solutions popular.

Key drivers of single-use in urology

"It has improved our workflow tremendously, and we have been able to increase our number of surgical cystoscopy cases in the office by double."

Workflow

Economics

Sustainability

Ureteroscopies typically take place in the operating room, where urologists manage or remove kidney stones in the upper urinary tract. Reusable uretero- scopes are often subject to breakage and high repair costs, due to their thin and fragile design. As such, reusable ureteroscopes are not always readily available, leading to unreliable scheduling at hospitals and a relatively high cost-per-use. In contrast, single-use ureteroscopes eliminate these issues, improving workflow efficiency, and together with no need for reprocessing or repairs, scheduling becomes more reliable, allowing more patient treatments per day and benefit- ting reimbursement opportunities and hospital economics.

Our urology solutions offering Ambu’s complete urology portfolio consists of our two cystoscopes and our uretero- scope, backed by our endoscopy systems, Ambu® aView™ 2 Advance and Ambu® aBox™ 2. All three endoscopes work on the same intelligent platform, enabling a stream- lined workflow for urologists and their staff in both in-patient and out-patient settings.

For both cystoscopy and ureteroscopy procedures, single-use solutions are increasingly recognised for their potential to reduce environmental footprint, compared to reusable ones, as shown by life-cycle analyses. The high resource consumption of reprocessing reusable devices, including water, chemicals and personal protective equipment, along with frequent repairs, are driving a shift toward more sustainable single-use solutions in urology.

Watch the video with Dr. Michael J. Kennelly ⟶

Annual report 2023/24 36

EAR-NOSE-THROAT (ENT)

More patients in a day

Within ENT, ~17 million procedures are performed on an annual basis, of which Ambu addresses 6 million with our ENT solution. ENT procedures are performed in both in-patient and out-patient settings.

Jacqueline Mojica is a speech pathologist at a New York City clinic, treating head and neck cancer patients. Ambu’s aScope™ 4 RhinoLaryngo Slim has added great value to her practice due to the single-use endoscope not requiring reprocessing, which, in turn, has allowed her to see more patients in a day.

“I work in New York City, so we see a ton of patients in our practice. Single-use technology has improved our operational efficiency. We can see patients more quickly, because we don’t spend time with the logistics of reprocessing a scope. We open a package, we perform our examination, and then we discard or recycle the scope.”

ENT procedures are commonly performed across in-patient and out-patient settings. They are aimed to examine the nasal passages, pharynx, larynx and related structures, diagnosing laryngeal disorders and identifying the causes of chronic nasal complaints, hoarseness, throat pain and difficulty swallowing. Standard procedures include fiberoptic endoscopic evaluation of swallowing (FEES) and other straightforward flexible laryngoscopies.

Key drivers of single-use in ENT

Workflow

Economics

In-patient ENT procedures include less complex routine examinations of patients’ ears, nose and throat. In this setting, time and resources are common constraints, making single-use solutions increasingly popular, as they enhance workflow efficiency by securing availability and portability to perform proce- dures in a timely manner. In the out-patient setting, however, more complex ENT procedures are performed, such as, cancer diagnostics. Here, single-use solutions with a high image quality have the potential to increase workflow by eliminating the need for reprocessing allowing doctors and staff to achieve greater schedule reliability.

Our ENT solutions offering Ambu’s current ENT solution – consisting of our single-use rhinolaryngoscope in integra- tion with our Ambu® aView™ 2 Advance sys- tem – aims to streamline workflow efficiency for doctors and their staff in in-patient and out-patient settings. With our new high-res- olution ENT solution in development, we seek to strengthen the out-patient setting and further advance the conversion towards single-use.

Optimising workflow efficiency is crucial for both in-patient and out-patient set- tings. Increasing the number of patient visits per day can significantly reduce waiting lists. Additionally, single-use solutions require less capital equipment and eliminate the need for costly repairs.

Watch the video with Jacqueline Mojica ⟶

Annual report 2023/24 37

GASTROENTEROLOGY (GI)

Advanced efficiency

Dr. Aram Jawed, a bariatric surgeon based in New Jersey, USA, has improved his clinic’s workflow efficiency with the aScope GastroTM when conducting endoscopic screenings for patients before, during and after bariatric surgery.

Within GI, ~68.5 million procedures are performed on an annual basis. These procedures are split between gastroscopy, reflecting ~28 million procedures, duodenoscopy (ERCP), reflecting ~1.4 million procedures, and colonoscopy, reflecting ~39 million procedures.

Ambu is dedicated to the long-term potential in GI, applying a stepwise and focused approach.

"Advanced flexible endoscopy is a significant part of my practice, pre-operative, intraoperative and post-operative, in order to evaluate anatomy for screening and to determine pathology. The Ambu scope has allowed my practice to become much more efficient and productive."# Solutions

"I'd really love to see what Ambu has in store for the future." The vast majority of GI procedures are conducted in the endoscopy suite, where advanced procedures, such as cancer diagnosis and treatment take place. A hospital room is typically equipped to handle these intricate, complex Key drivers of single-use in gastroenterology and often lengthy procedures, and reusable endoscopes are typically the prevalent choice of GI endoscopists, due to their high image quality. Some procedures, however, are performed in the operating room and intensive care unit. Here, the environment is often dynamic and fast-paced and involves acute therapeutic procedures for critical care patients, such as, bleed management. Since these procedures are often acute, having immediate access to a readily available GI solution is crucial for endoscopists to achieve good patient outcomes. Thus, in these settings, GI doctors prioritise solutions that do not require reprocessing, are easy to use and transport and take up minimal space. Lastly, having a solution that is 100% sterile eliminates the risk of transmitting bacteria between critically ill or immunocompromised patients.

Workflow
Economics
Patient safety

Our GI solutions offering

Our GI portfolio – consisting of our two gastroscopes, our new generation duodenoscope and our colonoscope, all backed by the Ambu® aBox™ 2 system – comprises a unified GI ecosystem, which has the potential to streamline workflow efficiency and improve financial outcomes at hospitals. Furthermore, our solutions are designed with stringent infection control measures in mind to eliminate the risk of transmitting bacteria. In 2023/24, we performed a strategic review across our GI endoscopy business. This resulted in revised assumptions for the short-term potential, based on the longer time required to penetrate this segment. Nevertheless, the mid- and long-term potential in GI remains solid, and we are dedicated to applying a focused approach in GI to leverage the potential in the years to come.

Watch the video with Dr. Aram Jawed ⟶

Annual report 2023/24 | 38

CUSTOMER VIEW | ANAESTHESIA

A lifesaving tool

Our Anaesthesia portfolio constitutes multiple valued products, all with strong market positions and brand reputation among customers. Every year, our resuscitators save millions of lives. Last year alone, 6 million patients were in need of ventilation, and more than 7 million patients underwent procedures with the use of a laryngeal mask from Ambu.

John Bosley, a firefighter with the Baltimore County Fire Department, was involved in a severe car accident in 2017. Fortunately, Dr. David Vitberg, Director of the intensive care unit at Greater Baltimore Medical Center, was nearby. Upon reaching the scene, he pulled out the Ambu® SPUR™ II resuscitator, commonly known as the Ambu® Bag™. Bosley had suffered a severe head injury, including a broken vertebra that controls breathing, a collapsed lung and traumatic brain injury. Using the Ambu® Bag™, Dr. Vitberg was able to maintain Bosley’s critical oxygen levels, until he safely reached the hospital for further treatment.

Dr. David Vitberg recalls:

Key drivers

Anaesthesia Ambu’s Anaesthesia products represent an important business area. Built upon the legacy of the iconic Ambu® Bag, released in 1956, our high-quality portfolio includes resuscitators, laryngeal masks, face masks and breathing circuits, suitable for use across a wide range of environments and clinical scenarios, both in in-hospital and out-hospital settings, primarily intended to facilitate the ventilation of patients.

“Of all the equipment we pulled out that night to treat him, the Ambu® Bag™ was the single most important piece of equipment we used.”

Workflow
Economics
Patient care

The main growth drivers for the future include demographics, in terms of the world’s ageing population, increased pollution leading to an increase in respiratory diseases and an increase in surgical procedures.

Our Anaesthesia offering

Our Anaesthesia portfolio supports healthcare professionals and patients in out-hospital rescue, as well as in-hospital treatment. Our portfolio encompasses resuscitators, face masks, laryngeal masks and breathing circuits. Ambu’s Anaesthesia portfolio features an extensive selection of products available in a wide range of sizes, meaning that there is a reliable, high-quality product for every patient.

Watch the video with John Bosley and Dr. David Vitberg ⟶

Annual report 2023/24 | 39

CUSTOMER VIEW | PATIENT MONITORING

Enhancing neonatal care

For over four decades, Ambu has been an innovator in the field of Patient Monitoring, continuously improving via feedback from healthcare professionals. Our innovations, like the Ambu® BlueSensor™, have set industry standards, making us a trusted provider of premium solutions across hospitals, clinics and EMS services globally.

At a hospital in Como, Italy, the head nurse of the cardiology department praises Ambu’s ECG electrode as an important innovation for neonatal babies and their mothers. The short cable of the Ambu® BlueSensor™ NF cardiology electrodes allows mothers to hold their babies in their arms, while healthcare professionals perform electrocardiograms (ECG). This contact not only comforts the child, reducing crying and movement, but also provides a sense of normalcy and bonding for the mothers, making the hospital experience feel more like home. The head nurse emphasises that this small, yet significant change has improved the way they can deliver neonatal care, ensuring both the well-being of the babies and the emotional comfort of their mothers.

Our Patient Monitoring portfolio includes our single-use cardiology and neurology electrodes, designed to measure electrical signals in the brain, heart and

Key drivers in Patient Monitoring

body. In cardiology, our Ambu® BlueSensor™ ECG electrodes are known for their offset technology and reliability. They ensure precise and stable signal acquisition, even during high-motion activities, reducing the need for repositioning. They perform optimally across settings, such as, stress-testing, long-/short- term and resting ECG monitoring, neonatal and paediatric.

Workflow
Patient safety
Patient care

Our Patient Monitoring offering

In neurology, our Ambu® Neuroline™ electrodes minimise cross-contamination risks, while enhancing patient safety and accuracy. They are designed for diagnosing and treating neurological disorders and monitoring nervous function during surgeries. Our range includes cup, surface and needle electrodes used for EEG, EMG, nerve conduction studies, evoked potentials and sleep studies. Our Patient Monitoring portfolio covers not only our extensive premium electrode portfolio, but also our training manikins and emergency services products. Across our range, our products are used in numerous healthcare settings, from rescue situations and trauma sites, to hospitals, primary care clinics, ambulatory settings and specialised centres. Every year, we sell over 1 billion electrodes, showcasing an immense patient impact. We are committed to continuing to provide optimal performance for healthcare professionals and maximum comfort for patients.

Read more about our ECG electrode on our website ⟶

Annual report 2023/24 | 40

Sustainability

Our sustainability focus

Sustainability governance

Compliance with regulations

Materiality and stakeholder engagement

Environmental information

Social information

Diversity in management positions

Governance information

ESG & sustainability data collection

Accounting practices

This report constitutes Ambu's compliance with the statutory disclosure on corporate social responsibility pursuant to Danish Financial Statement Act section 99a from p. 41→-p. 89→. Our statutory statement on the section 99b and 107d regarding diversity of the Board of Directors and management, along with targets and progress details can be found within 99a section on p. 70→-p. 71→. Our statutory statement on section 99d regarding data ethics can be found on the p. 81→. while the details about our climate risk management can be found on p. 50→ and p. 91→-p. 95→. Details on due diligence process can be found on p. 44→-p. 45→ and p. 76→, p. 77→, p. 78→ and p. 80→.

Annual report 2023/24 | 41

In 2023/24, we focused on driving strong momentum throughout our business by integrating sustainability into our strategy, business processes and value chain. We have two key focus areas within our sustainability agenda, supported and approved by our Executive Leadership Team: "Circular products & packaging" and "Responsible operations". The development of the two focus areas have included identification of key stakeholders, engagement and analysis of their input on sustainability priorities assessed against the key priorities identified in our materiality analysis.

Partnerships & stakeholder engagement:

We work tougher through our partnerships and network to engage stakeholders, provide clear communication on our planned initiatives and engage with partners to challenge us and help us deliver on our sustainability ambitions.

OUR SUSTAINABILITY FOCUS

Governance, integrity & transparency:

Finally, to strengthen our foundation, we lean on governance, integrity and transparency. We continuously improve our ESG and sustainability data collection and reporting processes to support our business and stakeholders with relevant and transparent data, while also ensuring ongoing compliance with current and future requirements.

In a world where sustainability is high on the agenda, we recognise our responsibility to take action and ensure a sustainable future.

42
46
51
55
66
70
73
82
84# Sustainability

In recent years, Ambu has experienced growth that enables us to reach more patients, and we are committed to ensuring that our growth goes hand-in-hand with reducing pressure on the environment and climate, while increasing our focus on social and governance aspects. Therefore, we are working to decouple our growth from our environmental footprint. At the same time, we aim to lead the way in developing sustainable practices that help our customers reduce their carbon and environmental footprints. Sustainability is a key pillar of our ZOOM IN strategy, focused on taking leaps towards a sustainable future. This focus on sustainability is built on three enablers, which form the foundation for our activities. While our sustainability focus mainly covers environmental activities and initiatives, our social ambitions within Ambu are covered by our People & Culture focus, aiming to “Bring people together in one shared culture”. Read more about our culture focus on p. 66→. In addition, Ambu’s business model, which forms the basis of this section and our work with sustainability, is presented on p. 22→.

Sustainability education & communication: We have an obligation to contribute to the education and awareness of sustainability within our own organisation and the healthcare sector in which we operate by bringing a data-driven approach to environmental evaluations of medical devices, through robust and high-quality Life Cycle Analyses.

Sustainability education & communication
Circular products and packaging
Partnerships & stakeholder engagement
Take leaps towards a sustainable future
Responsible operations (net-zero emissions)
Governance, integrity & transparency

SUSTAINABILITY GOVERNANCE

Our governance structure

Sustainability is anchored across our corporate governance structures.

Committee/Body	Role
Audit Committee	Oversees the governance aspect of ESG, including Ambu's ESG reporting processes and performance, as well as the limited assurance process of the sustainability disclosures.
Board of Directors	Overall governing body of Ambu, overseeing that the purpose, strategy, values and culture of Ambu remain sound and in line with the principles on which our company was founded.
Nomination Committee	Oversees the social aspect of ESG, including an annual review of the Diversity Policy and targets, as well as the compositions, qualifications and diversity of the Board.
Executive Leadership Team	Defines ESG & sustainability strategy and oversees related processes and progress as part of the agenda at each meeting. To further ensure ownership and leadership focus, each ESG (related to the European Sustainability Reporting Standards) topic is assigned a sponsor from our Executive Leadership Team. The sponsors are responsible for driving the areas forward and are accountable for delivering on associated targets. Responsibility for executing on action plans and targets lies with the associated departments for the respective areas.
Remuneration Committee	Oversees the social aspect of ESG, including the preparation of proposals for incentive programmes, such as, short-term incentive programmes that include KPIs related to the ESG & sustainability performance of Ambu.
Innovation Committee	Oversees the environmental aspect of ESG, including ensuring that the innovation at Ambu is consistent with our purpose and strategic aspirations, including our sustainability focus in our ZOOM IN strategy and to embed it across the organisation.

Sustainability-related issues that require the attention of the Board are presented, reviewed and approved as part of the Board meetings. Our internal quarterly reporting on ESG, which is shared across the organisation, ensures that our performance on sustainability-related indicators is reviewed and assessed regularly by the Executive Leadership Team and the Board of Directors. Anchored in Finance, with strong ties to the commercial department. It is the responsibility of the Sustainability & ESG department to be the driving force of the sustainability pillar.

As a further testament to our commitment to sustainability, Ambu currently has sustainability-linked loans, which incentivize delivery on specific ESG KPIs, as Ambu’s interest rate will be adjusted, depending on how successful we are in terms of delivering on the agreed targets. The loan facility was not used in 2023/24, but is available for use in the coming years according to the business needs.

Category-specific ESG governance

ENVIRONMENT

ESG topic	ELT sponsor	Owner(s)
Circular products & packaging	CTO	R&D
Approaching net-zero emissions	COO	Operations

You can read more about our corporate governance structures on p. 96→-p. 103→. Read about Ambu’s transparent tax management in note 2.7 on p. 125→.

SOCIAL

ESG topic	ELT sponsor	Owner(s)
Our people & culture	CPO	People & Culture
Health & safety	COO, (CPO)	Operations, People & Culture
Employee diversity, equity & inclusion	COO, (CPO)	People & Culture
Human rights	COO	Risk & Compliance

GOVERNANCE

ESG topic	ELT sponsor	Owner(s)
Governance	CFO	Sustainability, Risk & Compliance, Operations, R&D
Sustainability	CFO	Marketing
Product quality & safety	CFO	Product quality & safety
Product access & affordability	CFO	Product access & affordability
Cyber & data security	CFO	IT
Responsible supply chain	CTO	Procurement
Business ethics	CFO	Business ethics

OUR ESG & SUSTAINABILITY-RELATED POLICIES AND SYSTEMS

| Policy Area(s) of application | Description | Systems, procedures and guidelines Borders # Sustainability

COMPLIANCE WITH REGULATIONS

CSRD Implementation

In the 2023/24, Ambu A/S started preparations for the Corporate Sustainability Reporting Directive (CSRD) and corresponding European Sustainability Reporting Standards (ESRS), applicable to Ambu from 1 October 2024 and the 2024/25 financial year. As a listed company with over 500 employees, we fall under the EU Taxonomy Regulation. This year, we screened our activities against the six environmental objectives, assessing our activities by using our NACE codes and by sector within manufacturing, electricity, gas, steam and air conditioning supply, water, sewerage, waste and remediation, transportation and storage, information and communications, and construction and real estate activities.

EU Taxonomy

While we found no eligible activities for revenue, OPEX and CAPEX, we identified contributions to climate change adaptation and mitigation that are detailed in our environmental disclosures, see p. 51→-p. 52→. As we did not have any eligible activities within the EU Taxonomy, we have not performed any alignment assessment. We remain vigilant of the evolving regulation and our future reporting obligations.

To prepare for compliance, we established a robust framework for CSRD implementation, reviewed our double materiality assessment (DMA) to meet the new requirements and conducted a gap analysis to build the strong foundation for expanding our ESG reporting scope. During these processes, we engaged extensively with stakeholders across the organisation to assess our current compliance level and develop action plans for the 2024/25 financial year. Our DMA has undergone preliminary review of the process methodology by an independent third party and is detailed on p. 51→-p. 52→, alongside the process and eligibility of the topical ESRS. Some elements required by the CSRD have already been implemented in this sustainability statement as a preparation step towards full CSRD reporting next year.

Green Claims Directive

Ambu welcomes the proposed EU Green Claims Directive, which aims to combat greenwashing by ensuring product-level sustainability claims are reliable and verifiable. During the 2023/24 financial year, we continued to build a data-driven foundation for our product sustainability claims, using Life Cycle Assessments (LCAs) and Life Cycle Impact assessments, as elaborated on p. 59→-p. 60→.

REVENUE

Economic activity	DKK million	%
A.1. Taxonomy-aligned activities
None
Revenue of taxonomy-aligned activities (A.1)	0	0%
Of which enabling	0	0%
Of which transitional	0	0%
Taxonomy-eligible, but not -aligned, activities
Revenue of taxonomy-eligible, but not -aligned, activities (A.2)	0	0%
Revenue of taxonomy-eligible activities (A1 + A2)	0	0%
B. Taxonomy-non-eligible activities
Revenue of taxonomy-non-eligible activities	5,391	100%
Total	5,391	100%

Accounting policy: Revenue is in accordance with Ambu's annual report 2023/24, note 2.2. For calculation of denominator of revenue, figures have been extracted directly from Ambu's enterprise resource planning (ERP) system to ensure that registrations are only counted once. The KPI is defined as Taxonomy-eligible revenue (numerator) divided by the total revenue (denominator).

Y = Yes (Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective)
N/EL = Not eligible (Taxonomy-non-eligible activity for the relevant environmental objective)
NA = Not applicable as we found no eligible activities
N = No (Taxonomy-eligible, but not Taxonomy-aligned activity with the relevant environmental objective)
EL = Eligible (Taxonomy-eligible activity for the relevant environmental objective)

OPEX

Economic activity	DKK million	%
A.1. Taxonomy-aligned activities
None
OPEX of taxonomy-aligned activities (A.1)	0	0%
Of which enabling	0	0%
Of which transitional	0	0%
Taxonomy-eligible, but not -aligned, activities
OPEX of taxonomy-eligible, but not -aligned, activities (A.2)	0	0%
OPEX of taxonomy-eligible activities (A1 + A2)	0	0%
B. Taxonomy-non-eligible activities
OPEX of taxonomy-non-eligible activities	131	100%
Total	131	100%

Accounting policy: OPEX consists of only direct non-capitalised costs that relate to sustainability activities (maintenance, resource efficiency, R&D, training, renovation of buildings, short-term lease and other direct costs relating to day-to-day servicing of property, plant and equipment ). For calculation of denominator of OPEX, figures have been extracted directly from Ambu's enterprise resource planning (ERP) system to ensure that registrations are only counted once. The KPI is defined as Taxonomy-eligible OPEX (numerator) divided by total OPEX (denominator).

Y = Yes (Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective)
N/EL = Not eligible (Taxonomy-non-eligible activity for the relevant environmental objective)
NA = Not applicable as we found no eligible activities
N = No (Taxonomy-eligible, but not Taxonomy-aligned activity with the relevant environmental objective)
EL = Eligible (Taxonomy-eligible activity for the relevant environmental objective)

CAPEX

Economic activity	DKK million	%
A.1. Taxonomy-aligned activities
None
CAPEX of taxonomy-aligned activities (A.1)	0	0%
Of which enabling	0	0%
Of which transitional	0	0%
Taxonomy-eligible, but not -aligned, activities
CAPEX of taxonomy-eligible, but not -aligned, activities (A.2)	0	0%
CAPEX of taxonomy-eligible activities (A1 + A2)	0	0%
B. Taxonomy-non-eligible activities
CAPEX of taxonomy-non-eligible activities	381	100%
Total	381	100%

Accounting policy: CAPEX consists of additionas in property, plant and equipment, intangible assets, excl. goodwill, and addition of right-of-use assets. For calculation of denominator of CAPEX, figures have been extracted directly from Ambu's enterprise resource planning (ERP) system to ensure that registrations are only counted once. The KPI is defined as Taxonomy-eligible CAPEX (numerator) divided by total CAPEX (denominator).# Annual report 2023/24 50

Sustainability Strategy

cretely, Ambu commits to reducing absolute Scope 1 and 2 greenhouse gas emissions by 75% by 2029/30, from a 2020/21 base year, and to reaching a near-term target of 82% of our suppliers setting Science Based Targets by 2026/27 (Scope 3).

TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES

Sustainability is anchored as one of four pillars of our ZOOM IN strategy. With our sustainability focus, we aspire to take leaps towards a sustainable future, as we focus on two key areas, "Responsible operations" and "Circular products & packaging". At Ambu, we acknowledge our impact on the environment and climate, as well as our role in helping to mitigate major repercussions for life on Earth, due to the physical impacts of climate change. In addition, Ambu has set 2045 as the target year for reaching net-zero emissions across our value chain.

While our annual report is the main source of disclosure of our climate performance, strategy and risk management, as well as our metrics and targets, we also disclose more granular data into the climate change module of CDP (Carbon Disclosure Project). Read more about our ambitions and targets for carbon emissions and climate change on p. 55→-p. 57→.

Leaning on the recommendations from TCFD (Task Force on Climate-related Financial Disclosures), we report on how climate change impacts Ambu’s business, strategy and financial planning, together with how we strategically manage climate-related risks and opportunities.

Governance

Climate-related issues, and the Board of Directors oversees that all relevant procedures and commitments are in place, including target setting and related activities. Climate-related issues that require the attention of the Board are presented, reviewed and approved as part of Ambu's Board meetings. Read more about our strategy on p. 18→.

Risk management

Climate-related risks are identified as part of our risk management process and are assessed and responded to according to a standardised process for estimating the impact and likelihood of risks in view of their impact on revenue, cost and reputation, as well as the related compliance requirements. We continuously assess the requirements concerning risk assessment and materiality under the EU Directive on Corporate Social Responsibility (CRSD) to ensure we are compliant by 2024/25 and that our materiality assessment gives a true and fair view of Ambu’s impact, as well as the financial risks and opportunities of ESG and sustainability-related issues.

To further ensure top-level commitment and representation across the business, ESG & Sustainability is anchored in the Executive Leadership Team, headed by the CEO. The Sustainability department is headed by the Senior Director, Sustainability, Risk & Compliance, who reports directly to the CFO. Read more about our risk management process on p. 91→-p. 95→. Read more about our sustainability governance on p. 42→-p. 43→.

Metrics & targets

Ambu's near-term carbon reduction targets were validated by the Science Based Targets initiative (SBTi) in December 2023. Con- Read more about the integration of ESG in the Management compensation on p. 102→.

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Sustainability

ness model and geographical reach of our operational and commercial activities.

MATERIALITY AND STAKEHOLDER ENGAGEMENT

During 2023/24, we updated our double materiality assessment (DMA) in preparation for meeting the compliance requirements of the CSRD next year. This update aligns our process with the requirements published in ESRS 1 – General Requirements, as well as additional guidelines developed by European Financial Reporting Advisory Group (EFRAG). The DMA will provide the basis for preparation of Ambu’s sustainability statements next year, as it outlines the impacts, risks and opportunities relevant to Ambu and, consequently, the reporting standards to which Ambu is eligible as of the 2024/25 financial year.

Our DMA has undergone preliminary review of the process methodology by an independent third party to ensure that it is accurate and aligns with the CSRD requirement. The process included an assessment of impact and financial materiality, based on due diligence and risk management outcomes, as well as an analysis of Ambu’s value chain, to determine how and to what extent Ambu influences and is influenced by various stakeholders and activities in the short, medium and long term. An initial list of topics was developed from the sustainability matters covered in topical ESRS, incorporating inputs from ESG rating agencies, internal and external stakeholders and various ESG reports issued by reputable publishers. A mix of qualitative and quantitative methods was applied to the DMA, including workshops with subject matter experts and organisational representatives, to define topics and related impacts, risks and opportunities, as well as scoring sessions to assess each topic according to ESRS 1 requirements. These sessions included inputs from primary and secondary stakeholders (see page p. 54→ for stakeholder engagement details), which supported the assessment and provided valuable insights for defining materiality.

Methodology and assumptions

To ensure a comprehensive and accurate outcome, the assessment was conducted from a global perspective, considering sustainability impacts, risks and opportunities on a global scale, while accounting for regional and national differences. It encompassed Ambu’s operations and our entire value chain, both upstream and downstream, under the assumption that we will maintain our current growth ambitions, as outlined in our business strategy, with the existing busi-

The process included continuous validation and feedback with internal stakeholders, as

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Sustainability

well as Executive Leadership Team and the Board, to whom the process and results were presented and validated before undergoing preliminary review of the process methodology by an independent third party. Going forward, we plan to review the process as part of the annual reporting process for sustainability disclosures.

sustainability statements, non-material topics will be mostly excluded from our sustainability activities and reporting, with exception of few that we will continue reporting on voluntarily. While the DMA did not result in any major changes to the overall list of material topics identified in 2021, it reinforced our strategic priorities within sustainability. The assessment highlighted two key areas with high materiality scores that are already within our sustainability focus and our ambition to 'Take leaps towards a sustainable future': 'Responsible operations' (net-zero emissions) and 'Circular products & packaging'.

Ambu's material topics

For the financial year 2023/24, the material topics for Ambu are:

ENVIRONMENT	SOCIAL	GOVERNANCE
Carbon emissions, climate change, energy consumption, responsible supply chain management*, circular products & packaging design, environmental impact of products, material consumption, manufacturing waste and hazardous materials, substances of concern	Safeguarding the rights of our employees, human capital management, employee diversity, equity & inclusion, employee health & safety, protection of workers in the value chain, responsible	Corporate governance & reporting, business ethics & integrity, product quality & safety, cyber- & data security, access & affordability of products & services, responsible supply chain management*

*Identified as a strategic priority for Ambu

The assessment categorised topics into material and non-material. While material topics represent those which we will disclose information on in our future sustainability statements, non-material topics will be mostly excluded from our sustainability activities and reporting, with exception of few that we will continue reporting on voluntarily.

Condensed into overall topics:

ENVIRONMENT	SOCIAL	GOVERNANCE
Climate change* E1	S1 Own workforce	G1 Business conduct
Water management S2	S2 Workers in the value chain* E3
Resource use and circular economy and waste management* S4	S4 Consumers and end-users

Legend: E1, E3, E5, S1, S2, S4 and G1 stand for topical ESRS - European Sustainability Reporting Standards

Annual report 2023/24 53

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Partnerships & stakeholder engagement

Since 1937, Ambu has been rethinking solutions, together with healthcare professionals, to save lives and improve patient care. We have a longstanding tradition of supporting the communities in which we operate. industry experts who bring the necessary skills, networks and capabilities. These partnerships are crucial in challenging us and enhancing the effectiveness of our sustainability efforts. Through these actions, we are not only advancing our sustainability goals, but also contributing to a broader understanding and adoption of circular practices within the healthcare sector. As part of our commitment to fostering education and awareness around sustainability within the healthcare sector, we have made significant strides over the past year. We recognise our obligation to simple and clear sustainability communication, ensuring that it is accessible and easy to understand for all stakeholders. Therefore, we have prioritised the internal education of our salesforce to better equip them for communicating sustainability initiatives to our broader network.# Sustainability

A key achievement in this area is the launch of a mandatory digital sustainability course, which has been released across our organisation. At Ambu, we are proud of our legacy and the fact that our products continue to play an important part in saving lives across the globe, and we are proud to have employees who care deeply for the communities in which we operate. This year, Ambu's headquarters office in Denmark engaged in a local municipality project about green mobility, exploring the opportunities to increase employee engagement and use of green means of transportation for their daily commute to their workplace. Around 1,000 employees participated in the survey globally, of whom 300 were in Denmark. Ten employees engaged directly in activities, such as, suggesting and testing of green mobility awareness campaigns, setting up discounts for public transport and bicycle rentals. We are also intensifying our efforts in evidence generation, aiming to communicate evidence transparently to our stakeholders. We acknowledge that the current evidence base is incomplete, and we are dedicated to taking a holistic approach in communicating the environmental impact of our products. This includes all aspects of our environmental footprint. To ensure the success of these initiatives, we are actively collaborating with During 2023/24, Ambu did not make any donations.

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Sustainability

At Ambu, we interact with many different stakeholder groups in our efforts to provide world-class medical solutions and deliver strong, profitable growth. Although our stakeholders represent different demands and agendas, we are committed to understanding their wants and needs to engage in meaningful collaborations and strong value creation.

Stakeholder group	Why we engage	Engagement	Value created
Customers	Through ongoing customer engagement and feedback, we identify and adopt customer needs in the development process, contributing to Ambu delivering world-class solutions that make a difference in healthcare, while also contributing to reducing the environmental footprint of the healthcare sector.	• Innovation days • Development activities and feedback • Performance trials and data assessment • Hospital visits • Conferences • Management interactions	Ambu provides benefits for healthcare professionals and patients through our single-use endoscopy solutions, which provide workflow efficiency, availability, patient safety and economics, as well as an improved environmental impact.
Employees	We are focused on building a purposeful and diverse, engaged and inclusive culture where our employees can harness their competences and ideas, thrive in close collaborations with colleagues and customers, apply high levels of trust and take ownership of driving shared success.	• Global engagement surveys • Global town halls • Ambu purpose and values team sessions • CEO letters and strategy newsletters • Intranet communication • Performance and development dialogues • Workers’ councils • Sustainability trainings	Ambu creates value for employees by continuously advancing our shared culture and sustainability awareness, driven by our strong purpose, actionable values and strategic direction.
Suppliers	Ambu is reliant on our many suppliers to reach our emission reduction goals and approach net-zero emissions. Therefore, we aim to work with and support suppliers that share our commitment to sustainability and responsible business practices.	• Responsible supplier program	Ambu focuses on supporting and collaborating with our supply chain to ensure that our suppliers live up to the increasing standards within sustainability.
Investors	To ensure efficient financial allocation, Ambu regularly engages with analysts and institutional investors to support a fair company valuation and ensure liquidity of the Ambu share.	• Investor roadshows and conferences • Investor calls • Briefings with equity research analysts • Capital market days • Annual general meeting	Ambu provides long-term shareholder return by investing capital in projects and utilising our strong commercial and innovation infrastructure to achieve high growth, as well as a return on invested capital (ROIC) that exceeds the cost of capital (WACC).
Regulators & authorities	Compliance with existing regulations on responsible business practices is a requirement for Ambu to retain our licence to operate.	• Industry associations • Roundtables with key stakeholders	Ambu supports and complies with legislations developed to maintain stable and efficient institutions, as well as resilient societies in which people and businesses can thrive.
Society	Community engagement is pivotal to building trust between Ambu and the communities in which we operate, to reduce the risk of conflicts that may affect the success of Ambu.	• Engagement with NGOs • Collective action alliances and partnerships	Ambu engages with and supports the communities in which we operate to ensure that Ambu understands and responds to the impact we have on people and the planet.

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ENVIRONMENTAL INFORMATION

Ambition

GHG emissions & climate change: Reduce our impact on the environment and climate, while helping to mitigate major repercussions for life on Earth, due to the physical impacts of climate change.

Near-term Science Based Targets (SBTi)

We are committed to operating responsibly and approaching net-zero emissions. In December 2023, the Science Based Targets initiative (SBTi) validated and published Ambu’s near-term carbon reduction targets for Scope 1, 2 and 3 greenhouse gas emissions. Ambu has committed to reducing absolute Scope 1 and 2 greenhouse gas emissions by 75% by the 2029/30 financial year, from a 2020/21 base year, and reaching a near-term target of 82% of its suppliers setting Science Based Targets by the 2026/27 financial year (Scope 3). Since 2020/21, we reduced absolute Scope 1 and 2 emissions by 23%, targeting a 35% reduction in 2024/25 and anticipating to achieve our target reduction of 75% a year ahead of schedule - in 2028/29. We expect to publish our Scope 3 reduction target in 2024/25, when submitting net-zero targets. The SBTi validation and our 2045 target year underscore Ambu's strong commitment to sustainability. This aligns with our strategic priorities of reaching net-zero emissions and creating circular products and packaging, which are becoming key factors for our customers.

Target

As we have seen multiple global temperature records broken during the past year, the urgency of immediate action to tackle climate change is becoming more evident to avoid serious negative repercussions for life on Earth. The 1.5°C target of the Paris Agreement indicates that global emissions need to be reduced by 50% by 2030 and become net-zero in 2050. Achieving this goal requires substantial effort. Ambu aims to remain a leader in the transition towards a net-zero future by reducing its emissions through innovative and circular products and packaging, transportation and production sites powered by renewable energy sources, setting the sustainability standards in the MedTech industry.

75% absolute reduction of Scope 1 and Scope 2 emissions by 2029/30
82% of suppliers engaged to set SBTi targets by 2026/27

Governance

Governed through our Sustainability Engagement Policy and overseen as a strategic priority by the Executive Leadership Team

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Sustainability

Net-zero target year set for 2045

Reduction Plan' and a long-term roadmap for achieving net-zero emissions. more sustainable products and packaging, and cooperating with suppliers who, by reducing their emissions, will contribute to a decrease in Ambu’s Scope 3 emissions.

2 and 3 emissions. Our analysis indicates Ambu’s near-term targets are key building blocks in our long-term objective to achieve net-zero emissions across our value chain. The executional steps towards approaching net-zero emissions are already in motion, as we have committed to reaching this milestone by 2045 by developing a 'Carbon that Scope 3 emissions account for 91% of our total GHG emissions, with the majority occurring upstream and downstream of our operations. This highlights our reliance on numerous suppliers to achieve our emission reduction goals. Consequently, we are focusing on establishing closer, trustful

The term 'net-zero' describes a commitment to decarbonisation. The reduction can occur, among other things, by increasing the use of renewable energy, reducing consumption of fossil-based energy sources, developing

Over the past years, we have laid the foundation for reducing our greenhouse gas (GHG) emissions by mapping our Scope 1,

Where do our emissions come from?

Distribution of Scope 1, 2 and 3 emissions in 2023/24

	2%	7%
Raw material extraction
Material formulation
Material transportation
Component production & Product assembly
Distribution
Use of products sold
Waste management
Offices
Scope 1
Scope 2
Scope 3
Scope 3

Scope 1 are direct GHG emissions occurring from activities under our direct control in sources that are owned or controlled by Ambu. They include emissions from Ambu’s company cars, emissions from fuel used at our production sites and fugitive emissions that occur from refilling of cooling agents in air-conditioning units.
Scope 2 are indirect GHG emissions caused by the energy we purchase, such as, electricity and district heating.
Scope 3 are indirect GHG emissions – not included in Scope 2 – that occur in our value chain, including both upstream and downstream emissions.

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Sustainability

collaborations with our key suppliers, particularly in purchased goods and services to drive down emissions. We are dedicated to disclosing our annual Scope 1, 2 and 3 emissions, including historical data, as part of our progress reporting towards our near-term Science Based Targets (SBTi).# Sustainability

In 2023/24, we have been working on improving our GHG calculation tools, calculation methods, inventory and data quality.

Carbon Reduction Plan

We are committed to operating responsibly and approaching net-zero emissions. Our strategy includes energy efficiency measures, purchasing Renewable Energy Certificates (RECs) and establishing Power Purchase Agreements (PPAs) to support renewable energy production. Through energy monitoring and audits, our sites are gaining a clearer understanding of where the highest energy consumption occurs. We are actively sharing insights across locations to help reduce local energy use and emissions by implementing the following measures:

Distribution of Ambu's Scope 3 emissions in 2023/24

Purchased goods and services: 80%
Upstream transportation and distribution: 6%
Waste generated in Operations: 4%
Capital goods: 4%
Energy Efficiency: Our sites have implemented various initiatives to reduce energy consumption, including replacing old equipment and optimising production processes.
Business travel: 1%
Fuel- and energy-related activities (not included in Scope 1 or 2): 1%
Employee commuting: 0%
Use of sold products: 3%
End-of-life treatment of sold products: 1%

We have a LEED Silver certification for our production site in Mexico.

Annual report 2023/24 58

Sustainability Targets and progress

Also, we managed to reduce our GHG emissions intensity per DKKm revenue (market-based) by 6.6% in the last four financial years - a testament to a successful decoupling of our GHG emissions from our growth. Compared to last financial year, the increase in emissions was mainly driven by significantly reduced production in 2022/23, intended to lower inventories.

Total Scope 1 and Scope 2 emissions (market-based)

Metric tonnes of CO2e

We continue to make progress on near-term SBTi targets for Scope 1 and Scope 2, by reducing our market-based emissions by 23%, compared to the baseline year. Since last year, our Scope 1 and Scope 2 emissions decreased by 7%, mainly driven by increasing renewable energy consumption of 25%, compared to 18% last year.

-23%
25,000
20,000: 4,346
15,000: 5,047, 3,945, 3,369
10,000
5,000
0: 20,106, 16,904, 16,168, 15,400

Year	Scope 1	Scope 2
2020/21	20,106	15,400
2021/22	16,904	16,168
2022/23	16,168	15,400
2023/24	15,400	13,982

This year, our renewable electricity share increased to 34% covering consumption of 15,510 MWh, compared to 26% in 2022/23. This was driven by the purchase of RECs, covering 99.9% of the electricity consumption at our site in Xiamen, China, as well as 33% of our electricity consumption at our site in Penang, Malaysia. RECs cover 13,982 MWh, or 90%, of our total renewable electricity, while our solar panels in Penang, Malaysia, and Ballerup, Denmark, have produced 1,528 MWh, covering 10%. With our focus on transitioning our products to bioplastics and other low-carbon materials, we expect to continue to observe reduction of the GHG emissions intensity per revenue.

Total GHG emissions per DKKm revenue (market-based)

Metric tonnes of CO2e/DKKm revenue

-6.6%
50
40: 41.5, 40.5
30: 33.7
20: 38.8
10
0: 2020/21, 2021/22, 2022/23, 2023/24

Year	Total GHG emissions per DKKm revenue
2020/21	41.5
2021/22	40.5
2022/23	33.7
2023/24	38.8

The reductions achieved this year were also attributable to various initiatives at our sites, aimed to bring down energy consumption. This included initiatives related to transforming our company car and truck fleet from fuel based to electric- and hybrid-based, energy saving programmes, such as, aircon optimisation that saved 111 MWh of electricity and replacement of injection moulding tools estimated to save 13MWh/Pcs annually. We will continue to improve our quality of data and reporting in the coming years. This prepares us for the requirements set by the CSRD, effective as of January 2024, which Ambu will apply to from the 2024/25 financial year, starting on 1 October 2024.

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Bioplastics in endoscope handles:

We have successfully implemented bioplastics in the handles of all our currently marketed endoscopes, as well as achieved FDA clearance for the world’s first endoscope manufactured with bioplastic materials in the handle. We are exploring the use of additional bioplastic types to further reduce our GHG emissions and enhance recyclability.

Circular design

Circular products & packaging

Ambu's single-use endoscopes have an environmental impact throughout their life-cycle – from raw material extraction until they are disposed of after use. At Ambu, we use high-quality plastic in our products to ensure that our solutions are safe for patients and users and to ensure flexible products that adapt to the human anatomy in a way that is gentle for patients.

Ambition

Develop more sustainable products to minimise our environmental impact and, if possible, contribute to the circular economy

We are committed to sustainable endoscopy through circular products and packaging

Primary packaging:

We have integrated bioplastics into the cuff protector of the Ambu® Aura laryngeal mask packaging.

Target

The choices we make when designing new products impact our operations, suppliers and customers, making sustainability integral to our R&D processes and governance. All innovation projects must follow a sustainability standard operating procedure (SOP), defined in our Quality Management System (QMS), which extends our circular design guide. This guide outlines six principles and

Our commitment to sustainability is reflected in our approach to product design and packaging. We aim to develop circular prod- ucts that minimise environmental impact throughout their lifecycle. This includes using renewable materials, reducing greenhouse gas (GHG) emissions and ensuring recyclability through the following initiatives:

Bioplastics in all the handle of all marketed endoscopes by the end of 2024
Primary packaging for high-volume products made from bioplastics
Recycling offering in all major markets

Recycling programmes:

We have initiated take-back recycling pilot programmes in Germany and the UK, with plans to expand to the other markets.

Governance

Circular design guide

Governed through our Sustainability Engagement Policy and overseen as a strategic priority by the Executive Leadership Team

Healthy substances

Refuse harmful substances when choosing materials to avoid exposure of people and the environment to substances of concern and to enable safe recycling.

Redefine the product structure

Redefine the product structure to enable recycling by design and strive to keep materials at the highest possible value.

Reduce and recirculate materials

Reduce and recirculate materials, energy and water from side streams of our processes to make more from less through cascaded use.

Circular packaging & logistics

Rethink packaging and the way we ship our products by designing recyclable pack- aging and using renewable or recycled packaging materials.

Materials innovation

Rethink the way we enable circulation of low-carbon-footprint materials (bioplastics and chemically recycled content) in our products.

System innovation

Reconfigure the health and waste system through pilots and partnerships to achieve actual take-back and recycling in key regional markets.

Annual report 2023/24 60

Sustainability KPIs to integrate our strategic sustainability ambitions into design.

These principles help identify the best opportunities to reduce our environmental footprint. Additionally, the SOP requires each project to set targets, baselines, deliverables and metrics, supporting our data-driven approach to sustainability. This means that all new development projects must include a sustainability objective, be developed in line with that goal and implement measures to capture the necessary data and documentation to support any green claims. The use of LCAs to evaluate medical devices is increasing, and so is the understanding that there is not always a clear environmentally better option between a single-use endoscope and a reusable endoscope. Additionally, from an LCA perspective, the comparative climate and environmental footprints of single-use devices and reusable devices often depend on the specific type of medical device.

approach, as it also feeds directly into regulatory requirements, such as, the European CSRD and the Green Claims Directive.

Taking a data-driven approach to product sustainability

Targets and progress

Our efforts to reduce the impact from our products rest on a foundation of research and investments in the use of renewable materials like bio-based feedstock for plastic, as well as the development of solutions for take-back and recycling purposes. The introduction of bio-ABS in our endoscope handles has already provided us with substantial carbon reductions at a material level. Still, we continue to look into better low-carbon material alternatives to ensure further reduction of emissions related to the production of our products, as well as to ensure that recyclability for our products will be a viable end-of-life treatment (once we have established our take-back and recycling infrastructure).

As a next step on our journey to improve the sustainability of our products, Ambu is taking a data-driven approach. Specifically, we are building a strong data-driven foundation for decision-making, which rests on the development of targets and solid data sets to track our progress.# Sustainability

This includes the use of literature search systems to secure evidence for claims made on product sustainability, as well as LCAs to calculate and evaluate the environmental impact of our products. This data driven approach is important to ensure we contribute and help nurture a fair, objective and holistic environmental evaluation of medical devices across all relevant parameters. Further, we are developing roadmaps, targets and baselines at product level to create realistic action plans that match the opportunities within our product portfolio when it comes to sustainability.

From a carbon footprint perspective within endoscopy, the emissions from the production, delivery and end-of-life treatment of a single-use endoscope can be lower than the emissions released during the cleaning (reprocessing) of a reusable endoscope. Existing studies on single-use vs reusable endoscopes have a wide range of conclusions, of which many highlight single-use devices as having a lower carbon footprint than reusable devices - while in a few categories, the opposite is the case. We therefore need continued focus and investment in more high-quality comparative LCA analyses, across medical devices, before any strong conclusions can be drawn.

Life cycle assessment

Evaluating the holistic environmental impact of a product can be challenging, as there are 16 potential environmental parameters to consider in an analysis. Moreover, to be done accurately and fairly, it requires following strict Life Cycle Analysis (LCA) standards, such as, ISO 14040 and ISO 14044. Being a first mover in this area presents some challenges, as the access to materials and technologies for recycling is limited. While we have already established partnerships with our suppliers, we believe more collaboration across the sector is needed to drive the agenda and the change needed to reduce the overall environmental impact of the healthcare sector. As an official partner of Operation Clean Sweep, Ambu Product-level sustainability is highly is committed to requested by our customers, and we believe that we are applying the right approach for continuous improvement in this aspect. In these efforts, we welcome a data-driven ensuring proper and careful handling of the plastic pellets used in production.

Annual report 2023/24 | 61
| Sustainability |
|---|
| ## Overview of our 2025 targets and progress within sustainable product development |
| Bioplastics | Target | Progress 2023/24 | Details and next steps |
| Bioplastics in all currently marketed endoscope handles by the end of 2024 | Implementation of bioplastics is well underway and expected to be completed for all currently marketed endoscopes by the end of this 2024 calendar year. The use of bioplastic material in our endoscope handles reduces the carbon footprint of our single-use endoscopes. The introduction of bioABS reduces GHG emissions at a raw material level (cradle to gate) by more than 70%, compared to traditional fossil-based plastics. The bioplastics we use are called bio-attributed plastics, which are a type of plastics of which the sourcing is controlled under a so-called mass-balance approach. Here, the material is made from a combination of bio-based- and fossil-based feedstock. | FDA clearance of Ambu® aScopeTM Gastro Large – the world’s first endoscope manufactured with bioplastic materials. We continue to explore even better bioplastic options to further reduce the carbon footprint of the materials we use, as well as converting more parts of our endoscopes to other appropriate bioplastics. | FDA clearance of our first-generation single-use ureteroscope solution, Ambu® aScopeTM 5 Uretero – the first ureteroscope manufactured with bioplastic materials. Second-generation feedstock comes from, e.g. recycled food waste. |
| Primary packaging for high-volume products made from bioplastics | Implementation of bioplastics in protective parts is implemented for products in development. We continue to roll out new packaging options that include lower carbon bioplastics, including exploring new bioplastic options for increased carbon footprint reductions. | The use of bioplastic materials in our endoscope handles sends a message aimed at driving positive change in the industry in the area of global sustainability – a small, but crucial step towards preserving our planet for future generations. | We continue to work on our objective to phase out PVC from our new products. During 2022/23, we launched five new products1, of which all five are PVC- free. Moreover, we are working on redesigning our packaging to reduce the amounts of packaging material and to ensure recyclability and reduce our plastic usage. This year, we implemented changes in the packaging of our Ambu® AuraTM laryngeal masks to reduce the amount of waste associated with the packaging and by introducing bioplastics in the cuff protector. We have also implemented bioplastics in the handles of all endoscopes ahead of the target for completion in 2025. Our main challenge still lies within primary packaging, where sterility and high performance barriers are essential and require intensive innovation in new solutions. This year, we identified a viable option for recyclable, sterile packaging that is moving into implementation. |
| The use of bioplastic Recycling offering in all focus markets | Take-back pilot continued in Germany. Take-back pilot initiated in the UK. Throughout the 2023/24 financial year, we progressed with the ongoing pilot of our take-back recycling initiatives in key markets, including Germany and the UK. In addition, we enhanced our capabilities through carefully selected strategic partnerships. We remain committed to advancing recycling options in our focus markets, and while we continue to assess and refine our approach, we aim to explore opportunities for expanding these solutions to other markets in the coming year. | materials in our endoscope handles sends a message aimed at driving positive change in the industry in the area of global sustainability – a small, but crucial step towards preserving our planet for future generations. | 1 We define a new product launch as when a product has obtained its first market clearance. We exclude products line extension products, software updates, sustaining activities or minor change projects. |

Annual report 2023/24 | 62
| Sustainability |
|---|
| ## Bioplastics reduce our carbon footprint |
| ### How our bioplastics are made |
| We use several different types of bioplastics in our products (following a bio-attribution by mass balance approach) to ensure that the bioplastics we source are attributed to our products. In our endoscope handles, we use bioABS, a bioplastic that will reduce the carbon footprint of the traditional fossil-based ABS plastics by 70% (based on cradle-to-grave LCA). In the future, we will build on this by expanding the use of bioplastics in other parts of our endoscopes. | The use of bioplastic material in our endoscope handles will reduce the carbon footprint of the ABS plastics we use by 70%. In the future, we will build on this initiative by expanding the use of this bioplastics in other parts of our endoscopes. |
| The largest contributor to carbon emissions for Ambu's products comes from our materials, and as we continue to transition our products to bioplastics and other low-carbon materials or plant materials that actually absorb carbon as they grow, we can continue to drive down the environmental footprint of our products through smart and selective environmental choices, as we aim to make sure our single-use devices become the more environmentally friendly choice for our customers. | Raw materials are the largest contributor to carbon emissions for our products, and our efforts are therefore focused on transitioning our products to lower-carbon materials. Bioplastics offer an innovative opportunity within medical devices to replace traditional fossil-based plastics with lower-carbon alternatives that maintain the needed strength, hygienic qualities and performance. This use of bioplastic represents a small, but crucial step towards reducing the carbon footprint of our industry and driving down emissions for our customers. |
| Bioplastics diagram | |
| 1 | 2 | 3 | 4 |
| Fossil-based | The fossil-based and bio-based second-generation feedstock are mixed during production of bioplastics. | The use of bioplastics | Bioplastic material is as strong and durable as fossil based plastic. The performance of our endoscopes are the same, but now with a lower carbon footprint. |
| and bio-based second-generation feedstock (such as, food waste) is sourced by the supplier. | | reduces the carbon footprint of the ABS plastics used for the production of our endoscope handles by 70%.* | * Based on cradle-to-grave LCAs on the raw material from supplier. |
| Watch our bioplastics video to learn more ⟶ | | | |

Annual report 2023/24 | 63
| Sustainability |
|---|
| ## Water management |
| Water is a critical resource for life on Earth, and as water scarcity becomes more widespread, it is important to reduce water consumption where possible. As production of Ambu products is not categorised as water intensive, water is mainly used for hygiene reasons, and consumption is therefore related to the number of employees. We ensure sustainable water management at our sites through monitoring and continuous upgrades to our water consumption systems. |
| Progress | Ambition | Governance |
| In 2023/24, we experienced a 6% increase in total water consumption. The increase in water consumption is a result of growing number of employees in our offices, as well as our production sites, and may be further influenced by weather fluctuations. | Execute sustainable water manage- ment at our production sites and headquarters through monitoring and assessment of the development in water consumption and conti- nuous adaptation to any changes. | Governed through our Sustainability Engagement Policy |
| ## Water consumption m³ water |
| Water consumption graph |
| 160,000 | | |
| 140,000 | | |
| 120,000 | | |
| 100,000 | | |
| 80,000 | | |
| 60,000 | | |
| 40,000 | | |
| 20,000 | | |
| 0 | 115,850 | 122,392 |
| | 2022/23 | 2023/24 |

Annual report 2023/24 | 64
| Sustainability |
|---|
| ## Waste management |
| At Ambu, we see waste as a valuable resource. While eliminating waste entirely is not yet possible, we are dedicated to maximising its value along the upstream and downstream value chain. |# Sustainability

Our sites are increasingly sorting waste into various categories to increase recycling rates. Through partnerships and local initiatives, we are exploring ways to expand the reuse of waste or convert it into energy, fertilisers or components for new materials by increasing our recycling rate and reusing the waste material for other purposes. resource waiting to be transformed through innovative solutions. Like water consump- tion, we monitor the amount of waste at our production sites and at our headquarters.

Progress

Ambition

We continue to focus on reducing the amounts of waste generated at our sites and the diversion of waste to energy or recycling instead of landfill. One way to further reduce waste from production is by using hot runners, where applicable, which does not create any waste during production. Reduce waste where possible and recycle our waste according to the waste hierarchy in order to minimise use of virgin resources, thereby reducing our impact on the environ- ment and climate. By measuring waste amounts, each produc- tion site gains a better understanding of the waste streams and upcycling opportunities. In 2023/24, total waste increased by 21%, compared to 2022/23 due to increase of production output, sales and our new facil- ity that continues setting up new produc- tion lines. Overall, we also see an increase in the share of recycled waste, which has increased to 52% this year, compared to 46% in 2022/23.

Waste

Metric	Tonnes
	3,500
	3,000
	2,500	1,398
	2,000	1,247
	1,500		1,761
	1,000		220	1,320
	500			222
	0	2022/23	2023/24
Waste sent to incineration
Waste sent to recycling
Waste sent to landfill

Annual report 2023/24 65 Sustainability

Examples of initiatives within waste management

Initiatives

Recycling of IT equipment
Since the last financial year, Ambu has entered into a global partnership with Tier1Asset, which specialises in the refurbishment and recycling of worn-out IT equipment. The equipment undergoes a stringent process, which includes certified data erasure and a meticulous sorting process, whereby the equipment is either sent for refurbishment and resale, or recycled with an external partner special- ising in recycling the different components into raw materials for a new lifecycle. In 2023/24, we continued our partnership with Tier1Asset, and we sent 1503 kg of IT equipment for recycling from our headquarters. Out of 1503 kg, the 1013 kg of equipment was refurbished and given a new lifespan, 478 kg was recycled, 7kg was sent to waste to energy recovery and only 5 kg was sent to landfill. We expect to further expand the scope of the partnership next year.

Internal recycling of runners from injection moulding processes
At our Xiamen and Noblesville production sites, in China and the USA, respectively, we recycle runners arising from the injection moulding process by regrinding the runners and feeding them back into the production machines in an internal setup. In 2023/24, we recycled a total of 370 tonnes of plastics internally from our injection moulding processes in Xiamen and Noblesville. We con- tinue to focus on optimising and reusing the plastic in our production processes.

Our increased share of recycled waste is a testament to the vigorous efforts of our colleagues at our sites, who work every day to increase the amount of recycled waste, diverting it from landfill and ensuring it can serve a new purpose

Increase in waste: 21% total increase in waste compared to 2022/23
Total share of recycled waste: 52% compared to 46% in 2022/23

Annual report 2023/24 66 Sustainability

SOCIAL INFORMATION

Underpinning our purpose are our Ambu values: Take Charge, Team Up and Be True.

Social capital management

‘why’ as a company and constitutes the guid- ing star for our one shared Ambu culture. In November 2022, we launched our purpose alongside our ZOOM IN strategy, thereby fostering a strong interconnection between our reason for being and our concrete plan of action for winning in the market.

Ambition

Ensure a safe and healthy work- ing environment, characterised by mutual trust and respect as a workplace, where every employee is treated fairly and can prosper. Ambu is a purpose- and values-driven com- pany. Across the Group, we aspire to foster a highly engaged, diverse and inclusive culture where our people and teams can grow, as Ambu grows. Furthermore, in September 2023, we launched our refreshed values – Take Charge, Team Up and Be True. Together with our purpose, these values shape our company culture, guide our behaviours and capture the essence of our culture. They were derived from extensive feedback from across our global organisation and highlight our way of working together with colleagues across functions and country borders, as well as with partners and customers. We are made up of people who want to be challenged, drive results and make a differ- ence for our customers, and we are commit- ted to continuing to unlock the full power of our people and culture.

Governance

Governed through the Ambu Code of Conduct and our Global Diversity, Equity & Inclusion Policy, as well as our Human & Labour Rights Policy

At the core of our business lies our purpose. Together, we rethink solutions to save lives and improve patient care. It encapsulates our

Annual report 2023/24 67 Sustainability

As Ambu continues to evolve and grow, so does our approach to people development. The AmbuDialogue, a process of regular yearly touchpoints between our leaders and employees, ensures a structured develop- ment dialogue for all employees. We also remain committed to people development through our ZOOM IN pillar of ‘Fostering a highly engaged, diverse and inclusive cul- ture’.

Our Voice: Our annual global engagement survey

Overall engagement score of 4.1, reflecting a tangible increase, compared to 3.9 last year – and a result exceeding the benchmark of the medical device industry.
Employee feedback remains critical to us, and we will continue to track this closely going forward.

Voluntary employee turnover

All employees
| Rate (%) | | | |
| :------- | :---- | :---- | :---- |
| 35 | | | |
| 28 | | | |
| 21 | | | |
| 14 | | | |
| 7 | | | |
| 0 | 2021/22 | 2022/23 | 2023/24 |

In our continuous efforts to foster an engaged culture, we keep track of the engagement of our people. Our annual Our Voice global employee engage- ment survey is a key tool, allowing colleagues worldwide to share their individual and anonymised feedback. For our voluntary turnover, we saw a signif- icant decrease in turnover for the second year in a row. We consider this to be a result of some of the actions taken in response to Ambu’s Our Voice survey, as well as a sign of increased stability two years into our trans- formation journey.

In addition to developing our existing work- force, Ambu is dedicated to attracting the best talent in the market. By maintaining a globally aligned approach to our employer brand and ensuring consistency in identi- fying and attracting talent, we provide an objective process that focuses on both com- pany needs and candidate aspirations. This year, for the first time, we included all our operational colleagues in the survey, giving us a truly global perspec- tive. The results showed improvements on nearly all counts, compared to last year, with a global engagement score above industry benchmarks. Building an engaged global Ambu culture is a key priority, and based on our global results, Ambu’s Executive Leadership team identifies focus areas for conti- nued development and momentum.

White collar and indirect blue collar employees
| Rate (%) | | | |
| :------- | :---- | :---- | :---- |
| 25 | | | |
| 20 | | | |
| 15 | | | |
| 10 | | | |
| 5 | | | |
| 0 | 2021/22 | 2022/23 | 2023/24 |

Similarly, as some of our manufacturing sites are becoming more established, we are see- ing significant improvements in the turnover across this employee population.

Targets and progress

Moving forward, we will continue to closely monitor our global employee turnover, while continuing to venture forward on our trans- formation journey.

Blue-collar employees
| Rate (%) | | | |
| :------- | :---- | :---- | :---- |
| 50 | | | |
| 40 | | | |
| 30 | | | |
| 20 | | | |
| 10 | 42 | 33 | 29 |
| 0 | 2021/22 | 2022/23 | 2023/24 |

For our annual global engagement survey, we continued our Ambu-wide survey, which we call “Our Voice”. This year, for the first time ever, our survey enabled all voices across Ambu to be heard, including all our colleagues working in our four factories. The global results showed that we surpassed last year’s results on nearly all parameters, reflecting that our engagement levels are on the rise. Concretely, Ambu’s 2024 Our Voice results demonstrated an

At least once a year, we will run a global survey to track our progress, advancing our truly global set-up and reflecting the unique voices of all our employees – regardless of position or function.

Annual report 2023/24 68 Sustainability

Working towards diversity, equity & inclusion

Ambition

Promote equality and inclusion for all and continue our work to ensure that Ambu remains an inclusive, equal and diverse place to work Ambu wants to be the employer of choice for the talent in our industry. Alongside other ini- tiatives, this means developing an inclusive and equitable work environment for a highly diverse workforce. We hold integrity high in all we do, and this is part of our company values and a cor- nerstone in the way we operate, both in the market, but also towards our people, who, we believe, should be empowered and valued as equals in a safe space.

Target

40% representation of the underrepresented gender in other management of Ambu A/S (Parent Company) in 2023/24

As we operate in a global environment, we recognise that a diverse and inclusive work- ing environment will mean different things for different sets of employees.We therefore approach this through a mixture of global and localised initiatives, including, but not limited to, being a signatory to the United- Nations’ Women’s Empowerment Principles (UN WEP) and ensuring an accessible working environment across all our sites.

Governance

Governed through the Ambu Code of Conduct and our Global Diversity, Equity & Inclusion Policy, as well as our Labour & Human Rights Policy.

Targets and progress

Over the past financial year, Ambu continued to deliver on our commitment to ensuring a truly diverse workforce, as well as to upholding our target of 40% representation of the underrepresented gender across other management in our Parent Company. In 2023/24, we built on existing progress within Diversity, Equity and Inclusion with thorough quantitative and qualitative analysis. Based on the outcome of this research, we will continue to ensure structural equity across the organisation through pay, promotion and development equity. We live up to our Global Diversity, Equity & Inclusion Policy through employee-driven local initiatives and global strategic approaches. Inherently, we believe that a truly inclusive environment is best achieved by encouraging our employees to speak up and take ownership of creating a working environment they feel they belong to, combined with executive sponsorship, enabling our employees to feel safe and comfortable in doing so.

Gender split at Ambu

Category	Male	Female
Gender split in the Board of Directors	67%	33%
Gender split in the Executive Leadership Team of the Ambu Group	57%	43%
Gender split in the other management of Ambu A/S (Parent Company)	60%	40%
Gender split in Ambu's global workforce	37%	63%

Note: Percentages in parentheses represent figures from the previous year (2022/23). For the Board of Directors and Executive Leadership Team, prior year comparisons are noted. For other management of Ambu A/S, there are no prior years to compare.

Annual report 2023/24 | 69 | Sustainability

Diversity in management positions

Report on the gender composition of the Board of Directors (members elected at the annual general meeting), pursuant to Section 99 b, and on diversity, pursuant to Section 107d, of the Danish Financial Statements Act.

Statutory reporting of gender diversity for Ambu A/S

Diversity in the Board of Directors (excluding employee-elected)

Metric	Target 2023/24	2023/24
Total number of members	Not required	6
Underrepresented gender (%)	Minimum 28.6	33%
Number of genders	Minimum 2	2
Number of nationalities	Minimum 3	3
Number of age intervals (40-49, 50-59, 60-69)	Minimum 2	3

Board diversity: Since Ambu’s annual general meeting in December 2022, the Board of Directors has had two women on the Board. In this context, board diversity refers to members of the Board elected at the annual general meeting. Our ambition is to have at least 28.6% of the underrepresented gender on our Board. With two women on a Board of Directors of six members, Ambu achieved this target in 2023/24, as the underrepresented gender represented 33%. Thus, we have an equal gender distribution in our Board of Directors.

Ambu aims for the Board of Directors and top-level management to be representative across genders, nationalities, ages, education, qualifications, competences and, thereby, perspectives. As stated in our Global Diversity, Equity & Inclusion Policy, the Board should, as a group, have sufficient knowledge, insight and professional experience to understand Ambu's activities and the risks connected hereto. It is the Executive Management's view that the policies are met, as the criteria on diversity and inclusion has been considered for selection of the Board members in 2023/24. The members of Ambu’s Board of Directors were deemed to possess a wide range of relevant competences in the financial year 2023/24. For an overview of the competences of the Board, please refer to p. 97→.

Board of Directors refers to members elected by the shareholders at Ambu’s annual general meeting.

Gender diversity in the other management of Ambu A/S

Metric	Target 2023/24	2023/24	Target 2027/28
Total number of members in other management	Not required	30
Underrepresented gender in other management (%)	40%	40%	Minimum 40%

Annual report 2023/24 | 70 | Sustainability

Other management of Ambu A/S relates to Ambu A/S (Parent Company) and features the Executive Leadership Team (including the Executive Management) and the second management level, consisting of people managers reporting directly to the members of the Executive Leadership Team.

To maintain our high ambition for diversity in our other management, as well as the aims set forth in our Global Diversity, Equity & Inclusion Policy, we will continually evaluate and improve our practices across all People & Culture activities. Ambu aims not just to have a broad diversity in our Board of Directors, but also to achieve a diverse management and workforce. From a management perspective, we report on gender diversity for both our Group Executive Leadership Team and our other management level, defined only for Ambu A/S (Parent Company). The Executive Leadership Team comprises our top-level executives across the Ambu Group (including our Executive Management). The other management, cf. § 99b, in Ambu A/S consist of two levels of management. Level 1: The Executive Management and the people who are on the same organisational level as the Executive Management. Level 2: People with employee responsibilities who report directly to the Executive Management.

This includes continuing our key initiatives from 2023/24. Among other things, our initiatives involved closely tracking and reporting measurements of gender diversity, ensuring accountability and transparency in our efforts to achieve target representation of the underrepresented gender in our other management. Additionally, we made significant strides in reducing bias in our recruitment process and identifying talent from a holistic perspective. In 2024/25, we will continue to build on this momentum through applying the same principles in identifying, evaluating and promoting talent within the organisation.

In 2023/24, we achieved a gender split in other management of 60% men and 40% women in Ambu A/S, of a total of 30 employees. We therefore have an equal gender distribution in our Parent Company. Above all, we are dedicated to continuing our focus on driving diversity, not only at our Board, Executive Leadership Team and other management levels, but across our global organisation. Diversity, equity and inclusion continues to be important at Ambu, and we strive to maintain the equal gender distribution we have achieved.

Annual report 2023/24 | 71 | Sustainability

Health & safety

Through global approaches, such as, performed at sites reminds people of the correct procedures. Health & safety engagement surveys, AmbuDialogue and our Speak Up – Integrity Line (formerly called Whisteblower Hotline), we ensure a continuous feedback loop from our employees on topics, such as, a psychologically safe and inclusive working environment, as well as other aspects related to health and safety. The health and safety officers appointed at our locations are responsible for systematic training, registration and reporting – and for checking that safety procedures adequately match the risk level. In 2023/24, all our production sites and headquarters organised a Safety Week with comprehensive programmes aimed at raising and enhancing employee awareness of workplace safety. We do this to ensure that our safety management systems and training are tailored to local needs and allows for flexibility that takes local laws and traditions into account.

Ambition

Ensure safe working conditions for all

At Ambu, we monitor the health and safety of our employees through data points for accidents and fatalities, as well as sickness absence. Safety is a top priority, and we take all accidents very seriously. We continuously work to avoid and mitigate the occurrence of accidents, as well as their severity. In 2023/24, we had nine lost-time accidents, which translated to a Lost-Time Injury frequency (LTIf) of 0.83, a small decrease from a LTIf of 0.93 in 2022/23.

Annual report 2023/24 | 72 | Sustainability# At Ambu, we are committed to ensuring safe and healthy working conditions for all, and we maintain that health and safety include both the physical and mental well-being of our employees.

Target:

0 fatalities
Stay below 2.0 for Lost-Time Injury frequency (LTIf)

We believe that our purpose of saving lives and improving patient care through rethinking solutions, combined with our values and focus on mental well-being, lead to high job satisfaction and a healthy working environment. As we operate in a global environment with a diverse range of business activities, we recognise that a safe and healthy work environment will vary, depending on the context. We therefore approach this through a mix of global and localised processes and initiatives.

covers Ambu globally

Governance

While we have no official target for our global sickness absence rate, we monitor our performance closely to ensure that we maintain a healthy working environment that does not contribute to ill health among our employees. Governed through the Ambu Code of Conduct and our Global Inclusion & Diversity Policy, as well as our Labour & Human Rights Policy.

If an accident does occur, preventive action will be taken to avoid similar accidents from happening in the future. This action includes, but is not limited to, regular risk assessments and updates of safety instructions, as well as briefings on correct procedures and the importance of using the correct personal protective equipment (PPE) when handling certain procedures and machines. Furthermore, general safety awareness training.

During 2023/24, our sickness absence rate across Ambu remained at a stable level at 1.78, similar to the previous year, with a few temporary increases at local level, due to Covid-19, among other things.

Lost-time accidents

In 2023/24, Ambu had 9 lost-time accidents, which resulted in an LTIf of 0.83.

Number of lost-time injuries	Number of working days lost	Location
5	33	Production site
4	90	Office
9 LTIs

Annual report 2023/24 | 73 | Sustainability

GOVERNANCE INFORMATION

ISO 13485
Medical Device Single Audit Program (MDSAP)
EU Medical Device Regulation (EU MDR)
UKCA (UK Conformity Assessment)

Product quality & safety

expansion of Ambu's urology offering, as it enables us to serve and support our customers with a wide range of endoscopy needs within urology. In addition, we received Ambition FDA clearance and CE marking for our new generation duodenoscopy solution, Ambu® aScopeTM Duodeno 2 with Ambu® aBoxTM 2, designed for use in ERCP procedures. Our Ambu® aScopeTM Gastro Large together with Ambu® aBoxTM 2 was also cleared by the FDA and obtained CE mark. On the back of these regulatory clearances, we advanced our long-term foundation in gastroenterology (GI).

As a producer of medical solutions used by hospitals, clinics and rescue services all over the world, Ambu has a great impact on people’s health and safety.

Demonstrate excellence within product governance and ensure that our products and processes live up to all applicable external regulatory requirements and are safe and effective.

MDSAP certification covers the requirements of the US FDA, the Japanese Ministry of Health, Australia TGA, Health Canada and Brazil ANVISA. For training devices, Ambu adheres to ISO 9001 requirements, and our manufacturing site in Xiamen (China) holds an ISO 9001 certification. Our Global Quality Management Review Committee ensures that quality management is anchored and in compliance across Ambu’s functions and operations. The quality management review process ensures top-level management commitment, as well as decision-making and actions related to quality.

Quality standards

Upholding quality standards in our solutions and processes is our licence to operate and imperative for bringing high-quality products to the market. Ambu must therefore demonstrate excellence within product governance and ensure that our products and processes live up to all applicable external regulatory requirements and are safe and effective.

Maintain the highest ethical standards and comply with all applicable laws, rules and regulations, and only use animal testing where no non-animal alternatives are available. Furthermore, if a device manufactured by Ambu or its subsidiaries is deemed to potentially affect the safety of patients or users, Ambu will take immediate action to ensure the highest standards of safety and compliance. This includes conducting thorough investigations to identify the root cause, collaborating with regulatory authorities to provide transparent and timely updates and implementing corrective measures to prevent future occurrences.

Governance

The Ambu Quality Management System (QMS) covers all aspects of our operations, including management responsibilities, design control, risk management, process- and production controls, as well as product surveillance, and ensures that Ambu complies with all applicable regulatory requirements. Ambu’s QMS is certified according to:

Targets and progress

Governed through Ambu's Quality Policy and the Global Quality Management Review Committee, as well as Ambu’s Ethics Committee and Ambu's Global Animal Testing & Clinical Trials policy.

In 2023/24, we achieved several significant milestones that allow us to further revolutionise the field of single-use endoscopy. Ambu received CE marking and FDA clearance for our single-use ureteroscopy solution as well as for our HD cystoscopy solution. This represents a significant milestone in the expansion of Ambu's urology offering, as it enables us to serve and support our customers with a wide range of endoscopy needs within urology.

Annual report 2023/24 | 74 | Sustainability

Substances of concern

Ethylene oxide (EtO)

The Ethylene Oxide (EO) Emission Reduction initiative by Ambu, launched in May 2022, aimed to develop a more sustainable sterilisation method for our products. The initiative focused on reducing the concentration of ethylene oxide (EtO) without compromising sterilisation effectiveness. Ambu’s endoscopes have also seen a shift towards emission-reduced EO, with two sterilisation partners adopting the recipe. By Q3 2023/24, it is forecasted that 52% of our endoscopes would be sterilised using emission-reduced EO, with plans to further increase this ratio, as Ambu aims to implement emission-reduced EO, or other sustainable methods, for all sterilised products in the future.

In collaboration with Malaysian and US partners committed to emission reduction, Ambu qualified and validated a new sterilisation recipe for all products sterilised with EtO, including endoscopes and needle electrodes. The results were significant:

aScopeTM endoscopes in Mexico: Implemented the emission reduced EO recipe from primo January 2023.
aScopeTM endoscopes in Malaysia: Recorded a 37-45% reduction since January 2024.
Needle electrodes: Achieved a 36-42% reduction in EtO use since March 2023.

The transition to emission-reduced EO recipes led to a substantial decrease in EtO usage, benefiting the environment and the safety of the products. For instance, Ambu’s needle electrodes have been sterilised exclusively with the emission-reduced EO recipe since Q3 in the 2022/23 financial year, marking a complete shift from conventional methods.

As such, Ambu’s emission-reduced EO initiative represents a significant stride towards sustainability in the medical device industry.

PFAS

Ambu recognises and takes active part in the global initiatives to eliminate PFAS from medical devices, due to concern for their impact on human health and the environment. During the ongoing investigation, it was confirmed that no regulated PFAS were identified in our products.

Animal testing & clinical trials

Animal testing and clinical trials for clinical investigations are important elements in bringing solutions to market and are, in some situations and in certain countries, required during research and development to demonstrate the safety and effectiveness of a solution, as part of the regulatory authorisation process, or to further substantiate the performance of the product in a real-world setting.

Annual report 2023/24 | 75 | Sustainability

Our approach

All of Ambu’s clinical investigations are conducted in accordance with our ethical principles, as well as international standards and local regulatory requirements. Clinical investigations, both completed and terminated, are registered at ClinicalTrials.gov and published within 12 months from the last patient primary endpoint, according to Clinicaltrials.gov’s publication principles. We did not run any clinical investigations in 2023/24.

Biosafety and pre-clinical testing

	Target	Percentage
Replace
Use an alternative to animal testing whenever possible	41	75%
Reduce
Minimise the number of tested animals, while still obtaining scientifically valid results	29	41%
Refine
Evolve experimental procedures to minimise the stress, suffering or discomfort of animals	46	25%

Animal trials
In-vitro studies
Chemical characterisation studies
Animals used for biosafety and pre-clinical testing
Other animals (rabbits, dogs, pigs)

Ambu is committed to only using animal testing where no non-animal alternatives are available, or when regulatory bodies, such as the FDA, do not accept the non-animal alternatives. When animal testing is required, we follow all applicable laws and regulations, as well as the Triple R’s Principle. This means that we will 'Replace, Reduce and Refine' animal studies used for biocompatibility testing, without compromising patient safety and regulatory requirements whenever possible.

Ambu aims to replace animal trials with in-vitro studies or chemical characterisation tests, which in 2023/24 accounted for 75% of a total of - 41 studies, of which 10 or 25% were animal trials. These trials involved 117 animals, of which 85% were rodents (mice, rats, guinea pigs) and 15% were other animals (rabbits, dogs, pigs). The number of animals used has increased, compared to the previous year, due to increased R&D activities.# Governance

Business ethics & integrity

As a global company with a long history in the medical device industry, we promote business ethics and compliance and act with integrity. This is what our stakeholders expect of us and what is needed for us to retain our licence to operate and safeguard our business.

Ambition
Maintain the highest ethical standards by carrying out our business honestly, fairly, ethically and openly, while complying with all applicable laws, rules, regulations and local customary practices

Our business activities are subject to numerous national legal systems, as well as various political, social and cultural frameworks that are constantly changing. Navigating the complex landscape of local laws, rules, legislation and customs requires a high level of due diligence and processes to ensure compliance and ethical business conduct in our engagement and interactions with stakeholders. We continuously work to ensure that we are not complicit in any forms of corruption, as we enter new contexts where we cannot automatically expect the same standards.

Target
100% completion rate on employee online training course in our Code of Conduct

Our compliance management system (CMS) is designed to ensure that our worldwide business practices comply with internal and external rules, and it provides a framework for compliant behaviour. Our CMS is based Resting on the foundation of the Ambu CMS, individual compliance programmes ensure we act with integrity in everything we do, as we continuously carry out risks assessment which provides basis for development of Annual report 2023/24 77 Sustainability action plans and targets, implementation, evaluation and trainings, among others. With the adoption of the Corporate Sustainability Due Diligence Directive (CSDDD), we will work on further updating the system to meet the future requirements. the rebranding of our Whistleblower Hotline – now the “Speak up – Integrity Line” – whose new name reflects our dedication to integrity and encourage employees to voice any concerns they may have regarding unethical behaviour or violations.

Ethical marketing practices
As the production of medical devices requires interaction and collaboration with healthcare professionals (HCPs) to ensure safe and efficient devices that meet the requirements and needs of the market, Ambu has an ethical responsibility to ensure that this is not perceived as an improper inducement for positive evaluation and promotion of our products. To ensure this, we do our utmost to ensure openness and transparency, also to protect the HCPs with whom we interact. These include our customers and key opinion leaders in the industry.

To anchor compliance and integrity in the organisation, all employees are trained in our Code of Conduct, which contains the basic principles and rules for ethical business conduct within Ambu, and in relation to our employees, external partners and the general public, covering various topics, including business ethics and compliance, diversity and inclusion, health and safety, as well as human rights and labour standards. In 2023/24, 99% our in-scope employees completed the online training course in our Code of Conduct, and we continued the implementation of our local training sessions for our blue-collar employees.

Anti-corruption and bribery
Ambu has zero tolerance towards any form of bribery and/or corruption, and it is our policy to comply with all applicable anti-bribery and anti-corruption laws. Furthermore, we strive to only work with third parties who maintain the same policy.

Ethical marketing promotion risks are identified as part of our Enterprise Risk Management (ERM) framework. The risks are managed as part of our healthcare compliance procedures, and approval of marketing material is integrated in our internal quality management system to ensure compliance with relevant regulations. Our internal training and guidelines for interactions with HCPs help our sales and marketing employees in their daily work and strengthen our global and local marketing policies and procedures. Internal monitoring, as well as our Speak Up – Integrity Line, help us detect and investigate non-compliance incidents.

In 2023/2024, we launched the Ambu Code of Conduct Campaign with the theme “Inclusive, diverse and respectful workplace for all employees” which included a re-launch of our Ambu Code of Conduct and our Code of Conduct for Business Partners, which have both been updated to follow with new developments in legislation, as well as expectations and requirements from stakeholders. During the campaign, our employees participated in local sessions, facilitated by their managers, focused on maintaining respectful interactions and understanding the Code of Conduct training completion Through annual training of our employees on our Code of Conduct, we ensure that each and every one of us is prepared to act with integrity in our business conduct and know how to avoid the risks of corruption and bribery. Together, our Speak Up – Integrity Line, Business Partners Integrity Due Diligence Process and Responsible Supplier Program contribute to our work to prevent and detect the risks of corruption and bribery in our operations. 2023/24 importance of diversity in driving innovation and success. The campaign also revealed 99% (99% in 2022/23) Annual report 2023/24 78 Sustainability

Speak Up – Integrity Line

All employees, customers, business partners and stakeholders, within Ambu and along our supply chain, are strongly encouraged to act promptly when faced with suspicions or concerns about criminal offences, violations of Ambu’s Code of Conduct or policies, human rights and/or environmental violations or other serious violations of laws or regulations that govern Ambu’s operations. Via the Speak up – Integrity Line (formerly known as the Ambu Whistleblower Hotline), Ambu provides protected reporting channels for all employees, customers, business partners and stakeholders within Ambu and along the supply chain to raise serious concerns about misconduct and improper management, including fraud, bribery, serious breaches of occupational health and safety standards, human rights and/or environmental violations and serious issues directed towards individuals, such as, discrimination, violence or sexual assault, or serious violations of local policies. In addition, possible misconduct can also be reported directly to the Global Risk & Compliance Officers, another member of management, line ate retaliation against any individual who, in good faith, reports misconduct or violations or who participates in an investigation. employees generally feel comfortable speaking up, we aim to ensure that relevant issues are reported to the Speak Up – Integrity Line. To further expand the reach of the Speak Up - Integrity Line, we are planning to roll out an initiative in our supply chain with the aim of further cementing the system as a grievance mechanism for workers in our supply chain to raise concerns. Ambu’s Speak up – Integrity Line received 15 reports in 2023/24. All reports, except one, fell within the scope and were investigated. Three reports related to data privacy and IT security. Three reports concerned conflict of interest, one case involved theft, and five reports dealt with discrimination and harassment. Finally, one report concerned business practices and one employee treatment. All cases were thoroughly investigated and handled according to Ambu whistleblower procedure. Additionally, one case involving a violation of internal policies related to data privacy and IT security was substantiated and resulted in termination of employment.

Governance of the Speak Up – Integrity Line
managers, Global or local People & Culture personnel and/or Global or local Legal. The governance of Ambu’s Speak Up – Integrity Line is two-fold. Our Hotline Committee serves as a

Our Speak up – Integrity Line provides a global, accessible channel for reporting concerns and is available 24 hours a day, 7 days a week. It is independent (hosted externally by an independent third party), secure and confidential, guaranteeing a safe mechanism for anonymous reporting (where permitted by local law) of suspected concerns or potential violations. Moreover, Ambu has a clear anti-retaliation policy. Ambu does not tolerate decision-making secretariat for handling whistleblower reports.# Sustainability

Responsible supplier management

Ambu is aware that this may be different when it comes to suppliers. Protection of human rights and labour rights Through our Responsible Supplier Pro- gram, we track our suppliers' commitment within the scope of our Code of Conduct for Business Partners by monitoring the rate of signage. Ambu has a team that carry out due diligence of relevant business partners, suppliers and other relevant parties. Due diligence includes business ethics, human rights, environment, etc., and include all suppliers above a minimum threshold, covering the majority of our total spend and all distributors, agents, etc. Due diligence is carried out based on relevant information from and about the external partner, use of external ESG and compliance databases, as well as screening of other public forums. The result of the due diligence process contains concrete recommendations for mitigations if needed. Mitigation activities can include follow up questionnaires, on-site visits and audits, and will always include an improve- ment plan.

Ambu respects the internationally recog- nised human rights of all people, and we are committed to identifying and addressing any adverse impacts which may result from our own operations or business relationships.

Conflict minerals

Ambu is committed to responsible sourcing of conflict minerals in our supply chain and to complying with applicable requirements. Our commitment to respecting human rights is anchored in our Ambu Code of Conduct, which, together with our Human & Labour Rights Policy, supports the principles con- tained within the Universal Declaration of Human Rights, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work and the UN Guiding Principles on Business and Human Rights. To ensure this, Ambu carries out due diligence processes that include the reviewing of raw materials for potential content of conflict minerals used in our products. Where relevant, CMRT (Conflict Minerals Reporting Template) documentation is provided, and we issue product statements that our raw materials in specific products are not known to be sourced from conflict areas.

Any individual, either inside or outside of Ambu, can report suspected human rights violations anywhere in the world using the Ambu Speak Up – Integrity Line. Next financial year we plan to perform a human and environmental impact assess- ment together with the development of a due diligence policy and responsible purchasing practices as part of our preparations for the CSDDD. As we lay the foundation for complying with the new requirements of the CSDDD as well as CSRD, we have updated our Enterprise Risk Management (ERM) framework to expand beyond inherent business risks and thereby include human rights risks, among others. In addition to promoting ethical and envi- ronmentally sound actions, we recognise the importance of assessing, monitoring and taking action to protect human rights in our own operations, as well as our value chain. Due to the nature of Ambu produc- tion and the skills needed to operate, the risk of forced labour and child labour are not considered material within Ambu’s direct diligence process, Ambu and the supplier will agree and collaborate on the required improvements, rather than simply terminat- ing the collaboration.

and labour standards, as well as the environ- ment, energy and climate and anti-corruption.

98% of suppliers in scope* have signed our Code of Conduct

In 2023/2024, we conducted two supplier audits in China that focused on key areas of responsible business practices throughout the supply chain, including ethics, human rights, labour, environment and health & safety. None of the audits revealed signif- icant findings related to the mentioned aspects that would require addressing. Our Responsible Supplier Program, coup- led with our Code of Conduct for Business Partners, is developed to ensure that our suppliers not only address quality and cost requirements, but also a wide range of sus- tainability and integrity considerations, such as, business ethics, human rights and labour standards, as well as environmental impact and awareness. Supplier due diligence is conducted on an ongoing basis, with revi- sion and repetition of the exercise every 2-3 years, based on the current risk profile. New suppliers enter the program through the sup- plier onboarding processes. As a multinational company, we believe that we can make a difference in our global sup- ply chain. As part of achieving our sustaina- bility goals, close collaboration with our sup- pliers is essential to foster the sustainability of our end-to-end supply chain. As Scope 3 emissions cover 91% of our total emissions, Ambu is reliant on our many suppliers in order to achieve our emission reduction goals and approach net-zero emissions.

Ambition

Work with and support suppliers that share our commitment to sustainability and responsible business practices

Further, we updated our Code of Conduct for Business Partners which now outlines the relevant international standards, reporting channels and grievance mechanism (Speak Up - Integrity Line), as well as aspects related to remedies and continuous improvement.

Target

Therefore, we aim to work with and sup- port suppliers that share our commitment to sustainability and responsible business practices. In addition to signing the Ambu Code of Conduct for Business Partners, our suppliers are subject to risk assessment, we audit selected suppliers and describe and implement mitigation measures, if appli- cable and necessary, which are validated together with the supplier. This means that if a potential issue is identified during the due

98% rate of signage of Code of Conduct for Business partners by suppliers in scope*

We continue our preparations to ensure compliance with new and upcoming regula- tions, such as, the CSDDD and US measures addressing supply chain compliance as well as other multilateral efforts in relation to economic sanctions in response to con- cerns about human rights and forced labour. The goal of all these activities is to reduce or eliminate human rights-related risks and ensure supply chain stability, while providing our customers with high-quality products. In 2023/2024, we continued to strengthen our responsible supplier program to conform to its increasing importance to our other priori- ties related to environment and human rights, among others. We continued the roll-out of self-assessment questionnaires included in our due diligence processes to include a wider range of questions on human rights

Governance

Governed through the Ambu Code of Conduct and the Code of Conduct for Ambu Business Partners, as well as the Ambu Global Procurement Policy and our Sustainability Engagement Policy

Code of Conduct signed by suppliers in scope*	Target 2023/24	2022/23
Rate of signage (%)	98%	98

Suppliers in scope are all A, B or C suppliers, regardless of spend volume, and D suppliers with a yearly spend above DKK 250,000.

The rate of Code of Conduct signage for business partners increased to 98% this year.

Cyber and data security

Our information and cybersecurity strategy are aligned with the NIST CSF and ISO 27001/27002 security frameworks. In the context of NIS2-Directive, Ambu has under- taken collaborative efforts across business functions and IT to comply with the statutory requirements. These efforts have resulted in a focused range of initiatives designed to meet the NIS2 requirements.

Ambition

Maintain robust cybersecurity, embedded throughout the organisation.

Cyberthreats are evolving constantly, with information and cyber security becoming increasingly necessary in the digitalisation era. Technology moves very fast, and we must ensure we continuously guard against and prepare for cyberattacks by staying up to date with security best practices, tools and technologies. In addition, information secu- rity and cybersecurity regulations are expand- ing internationally, and security is becoming part of our licence to operate. Our customers are also increasingly focused on how we pro- tect them and how we protect our products from tampering, attacks and breaches.

We aim to secure that it remains a business priority to maintain our operations and pro- tect our intellectual property at Ambu, with a focus on safeguarding our business value and our customers. Ambu’s security-organi- sation continues to address security threats by strengthening our capabilities in terms of risk management, regulatory compliance and improved awareness across our organ- isation. These measures are continuously improved to ensure we avoid business dis- ruption and to protect our information from being compromised.

Targets and progress

While we expected the CSDDD to enter into force this year, we had started our initial preparations for compliance. However, with the delay in the implementation of this new EU Directive, we decided to postpone our initial plans and focus on strengthening our existing programs and processes.As part of the security journey, Ambu employees receive annual cybersecurity training, to foster a security-conscious mindset among employees, promoting vigilance and proactive risk management. Ambu will launch a new advanced security training platform to ensure that security targeted trainings are effectively addressed.

Governance

Governed through Ambu’s Information Security Policy, which is the overarching policy for information security and cybersecurity. Our privacy statement further describes how information about individual persons may be collected, used, disclosed, transferred and stored by Ambu. All Ambu employees are trained annually in cybersecurity and are regularly provided with alerts and periodic information on important and pertinent topics related to security through, for instance, specific campaigns and phishing simulations. This creates a cadence of responsibility throughout the organisation concerning the importance of this topic. We recently conducted several phishing simulations and information campaigns to increase the awareness of cyber threats and the need to be careful and vigilant when interacting and communicating in the digital space.

The new EU-regulation, NIS2 directive (Network and Information Security), is expected to come into effect by July 2025. This NIS2 directive aims to enforce cybersecurity posture and capability across all EU member state countries in organisations that are supplying the public and society with critical functions. This directive requires companies, like Ambu, to understand how and to what extent the legislation dictates further efforts. As a supplier of vital healthcare equipment to our customers and the society, Ambu takes this responsibility very seriously.

Data Ethics

It is Ambu’s policy to maintain the highest ethical standards and comply with all applicable data and privacy laws and regulations. Our work with data ethics is governed by the data ethics policy, as well as internal policies and standard operating procedures. Please go to Ambu.com/data ethics for more information on our Data Ethics Policy, prepared in accordance with Section 99d of the Danish Financial Statements Act.

Annual report 2023/24 82

Sustainability

ESG & SUSTAINABILITY DATA COLLECTION

We are committed to enhancing ESG & sustainability data collection and reporting to support the business and provide stakeholders with transparent, relevant insights. To ensure transparency, we provide a detailed overview of ESG and sustainability indicators on p. 83→.

New ESG & sustainability indicators:
Due to changes in the requirements for reporting of the gender composition of management, cf. Section 99b, applicable from 1 January 2023, Ambu has revised the indicators for reporting on gender diversity. This means that, going forward, Ambu will report on gender diversity in the management of Ambu A/S on two levels:

Women on the Board of Directors
Women at other management levels in Ambu A/S, consisting of the Executive Leadership Team (ELT) and their direct reports, both contracted at Ambu A/S.

Revised ESG & sustainability indicators:
As part of our preparations for compliance with the CSRD, Ambu has decided to change the unit of measurement for our own workforce from full-time equivalents (FTE) to headcount. This means that all calculations, including number of employees, will apply headcount instead of FTE as the unit of measurement going forward. Previous years' data will not be restated and cannot be compared.

Revised ESG & sustainability indicators:
Due to the major update of our GHG inventory, Ambu will going forward report on:

Total GHG emissions (market-based)
Total GHG emissions per tonne of manufactured products (market-based)
Total GHG emissions per DKKm revenue (market-based)

Indirect blue-collar employees and their voluntary turnover is now merged together with white-collar employees into the new metric called 'White-collar and indirect blue-collar employees'.

Discontinued ESG & sustainability indicators:
Due to the aforementioned changes in the requirements for reporting of the gender composition of management, Ambu will discontinue reporting on the following:

Women in management, all employees
Women in management, white-collar employees

Ambu has revised the governance indicators for GDPR and cybersecurity trainings completion percentage. This means that we will no longer report on the following:

GDPR training (%)
Cybersecurity training (%)

Due to the major update of our GHG inventory, Ambu will discontinue reporting on:

Scope 1 and 2 per tonne of manufactured- products (location- and market-based)
Scope 1 and 2 per DKKm revenue (location- and market-based)

While, we discontinue segregated reporting on:

Emissions from natural gas and LPG
Emissions from petrol and diesel
Emissions from refrigerants we still report on these emissions as a part of total Scope 1.
Scope 3
Energy from hybrid fuels

During 2023/24, there were no mergers or acquisitions impacting ESG & sustainability data.

During 2023/24, Ambu undertook a significant review of our ESG indicators to prepare for the forthcoming Corporate Sustainability Reporting Directive (CSRD) reporting standards. This process led to the introduction of new indicators, the discontinuation of outdated ones and the revision of several existing indicators, with data restated as needed, to maintain accuracy and ensure comparability over time. Indicators affected by restatement are marked with numerated footnotes on p. 83→. If the update has resulted in material changes to the data collection or the indicators, a note on the change and its effect is provided on p. 85→-p. 89→.

Annual report 2023/24 83

Sustainability

FIVE-YEAR ESG & SUSTAINABILITY PERFORMANCE

	2023/24	2022/23	2021/22	2020/21	2019/20
Waste (metric tonnes)⁴
Total waste	3,379	2,788	3,007	2,532	2,276
Waste sent to incineration	1,761	1,320	1,291	1,013	937
Waste sent to recycling	1,398	1,247	1,461	1,360	1,284
Waste sent to landfill	52.0	46.0	43.0	40.0	41.0
Waste recycled (%)	0.8	1.1	0.5	0.6	-
Hazardous waste (%)	2,788	1,320	1,247	1,013	937
Greenhouse Gas Emissions¹ (Metric tonnes CO2e)
-market-based
Total GHG emissions*	220	222	254	159	55
Total GHG emissions per tonne of manufactured products*	0.8	1.1	0.5	0.6	-
Total GHG emissions per DKKm revenue*	3,369	3,945	5,047	4,346	-
Scope 1	16,7	15,5	16,7	16.0	41.0
Scope 2*	38.8	33.7	40.5	41.5	-
Scope 2 (location-based)	957	-	-	-	-
Scope 1 + 2*	15,400	16,168	16,904	20,106	19,628
Scope 1 + 2 (location-based)	23,173	21,202	21,912	19,628	24,452
Scope 3	18,769	20,113	21,950	21,950	23,974
	2023/24	2022/23	2021/22	2020/21	2019/20
	26,541	25,147	26,959	23,974	142,266
Gender diversity (%)
Women in workforce⁷	190,388	140,810	157,899	142,266	116,978
Women in the other management positions³	63.0	57.0	57.0	60.0	-
Women on Executive Leadership Team of Ambu Group	40.0	57.0	-	-	-
Women on Board of Directors⁵,⁶	59.0	43.0	33.0	29.0	20.0
Energy consumption (GJ)²
Total energy consumption	219,619	214,303	227,082	201,973	138,411
Energy from natural gas and LPG	30,005	33,468	52,676	47,493	16,947
Energy from petrol and diesel	14,880	21,159	16,382	15,654	1,324
Energy from hybrid fuels for hybrid cars	6,765	6,495	5,927	4,950	-
Energy from electricity from grid	159,609	144,971	143,298	124,819	116,978
Energy from electricity from solar panels	5,500	5,319	5,262	5,501	179
Energy from district heating	2,859	2,890	3,538	3,556	2,982
Renewable energy share (%)	25.0	18.0	17.2	2.8	0.1
Renewable electricity share (%)	23.0	16.0	15.0	11.0	0.2
Employee health & safety
Fatalities (number)	0	0	0	0	0
Lost-time Injury frequency (per million hours worked)	0	0	0	0	0
Water consumption (m³)³
Total water consumption	122,392	115,850	125,390	141,863	123,115
Sickness absence rate (%)	0.83	1.78	0.93	1.79	0.92
Employee turnover rate (%)⁷
All employees Voluntary turnover	2.29	1.07	1.76	1.44	1.76
White-collar & indirect blue-collar employees Voluntary turnover	38.0	33.0	34.0	30.0	20.0
Blue-collar employees Voluntary turnover	33.0	34.0	30.0	25.0	17.0

¹ All indicators in the section related to GHG emissions in FY 2022/23, FY 2021/22 and FY 2020/21 have been restated, due to improvement of GHG inventory, data quality and data sources, change in calculation methods and change of emission factors. Read more on p. 82→-p. 86→.
² All indicators in the section related to energy consumption in FY 2022/23, FY 2021/22 and FY 2020/21 have been restated, due to improvement of ESG inventory, data quality and data sources, change in calculation methods and change of energy intensity factors. Read more on p. 82→-p. 86→.
³ All indicators in the section related to water consumption in FY 2022/23, FY 2021/22 and FY 2020/21 have been restated, due to improvement of ESG inventory, data quality and data sources, change in calculation methods. Read more on p. 82→-p. 86→.
⁴ All indicators in the section related to waste in FY 2022/23, FY 2021/22 and FY 2020/21 have been restated, due to improvement of ESG, data quality and data sources, change in calculation methods. Read more on p. 82→-p. 86→.
⁵ Persuant to 99b and reported only for the employees with contractual relationship with Ambu A/S.
⁶ The term "Women on Board of Directors" refers to members elected at the annual general meeting (AGM).
⁷ Indicators are affected by the change from full-time equivalent (FTE) to headcount (HC), but are not restated.

Years with no data ("-") reflect that data collection for that specific indicator did not take place at that point in time.

Annual report 2023/24 84

Sustainability

ACCOUNTING PRACTICES

Reporting standards control mechanism. Specifically, data owners are requested to ensure the four-eye principle to include another colleague for control/quality assurance of data.

E-learning completion rate (%)

	2023/24	2022/23	2021/22	2020/21	2019/20
Code of Conduct training	99.0	99.0	99.0	100.0	-

Data owners are also required to provide an explanation for significant developments of +/-5% in the data reported. Restatement policy indicators, prior-period data will be restated to ensure consistency and comparability. The nature of the reason for restatement and the change, along with the impact on previously reported data, will be disclosed. Key ESG data follows the recommendations as per “ESG key figures in annual reporting”, prepared by the Danish Finance Society/CFA Society Denmark, FSR – Danish Auditors and Nasdaq Copenhagen, with assistance from the Centre for ESG Research. Deviations of the standards will be described.

Materiality Threshold

Restatements of ESG metrics or indicators will only be made when the identified error or change materially affects the reported performance or may influence stakeholders' decision-making. As indicators are different in their nature, it is not always possible or relevant to set a fixed numerical threshold. Materiality will therefore be assessed based on quantitative and qualitative factors for each of the individual indicators.

Frequency of Restatement

Factors that can trigger restatements will be reviewed and, if deemed material, issued on an annual basis during Ambu's ESG reporting cycle, and will be reflected in the relevant sustainability or integrated reports.

Reporting Scope

Our materiality assessment, conducted in alignment with the Global Reporting Initiative’s (GRI) Reporting Principles, serves as the foundation for determining the content of this report. The double materiality assessment conducted this financial year, in line with CSRD requirements, closely overlaps with our GRI-based assessment; however, it was not used to determine the scope of this report. Unless otherwise stated, the data and reporting included in the ESG & sustainability performance tables cover the entire Ambu Group. Specifically, the scope of ESG data covers: four production sites, headquarters, R&D and sales offices, as well as warehouses owned or controlled by Ambu. It also covers all company cars owned or leased by Ambu. In the financial year 2023/24, Ambu opened a new R&D office in Penang, for which consumption of electricity, water and waste is accounted for in 2023/24 for the first time. Ambu also opened two new warehouses in Penang and India. Here, we have estimated electricity, water and waste consumption for 2023/2024, using the same approach as for sales offices, see p. 88→.

Disclosure of Restatement

Restatement triggers: All restatements will be clearly disclosed in the relevant ESG reports, including the reason for the restatement, the nature of the changes and their impact on previously reported data. This will ensure transparency and accountability in Ambu’s ESG reporting. A restatement may be triggered by factors, such as, changes in methodology, baseline revisions, improved data quality, error corrections, or mergers, acquisitions and divestments. However, these factors will not result in a restatement if the old metric is replaced by a new metric that is calculated differently in terms of both data input and output, or if the company decides to implement a new reporting standard that mandates calculation or reporting of metrics in a different way to that currently established - if deemed immaterial. If there is a change triggered by any of these factors used to calculate ESG emissions. These improvements reflect our ongoing commitment to enhancing the accuracy of our GHG accounting and reporting.

The reporting period is 1 October 2023 to 30 September 2024.

Recalculation of GHG Emissions

In connection with our submission to SBTi, we have formulated a policy for recalculating the base year, in alignment with criteria 26 and criteria 27 of the SBTi criteria v.5.1.

Controls

Our sustainability reporting manual is a core element of our annual reporting cycle. It defines the reporting rules, processes and responsibilities for ESG & sustainability reporting at Ambu, including a two-tier Recalculation of the base year is thus triggered by significant changes in company structure, such as, acquisitions, divestments, etc. Recalculation is also triggered if data sources or calculation methodologies are updated, resulting in significant changes. This might for example be improving data quality by using physical units instead of monetary units, as a basis for calculating emissions or the discovery of significant errors that would result in + - 5% variance.

Discussion of New Versus Old Disclosures

and diesel decreased from 24,949 GJ to 21,159 GJ, due to distinguishing fuel consumption for hybrid-based company cars as a separate indicator. Energy from electricity from the grid increased slightly from 144,771 GJ to 144,971 GJ. Energy from electricity from solar panels remained the same at 5,319 GJ. Energy from district heating remained the same at 2,890 GJ. The updated Scope 1 and Scope 2 figures are higher than previously reported, reflecting enhanced inventory completeness by including estimates for previously unaccounted offices and other parts of the inventory, while at the same time, removing emissions from gasses that do not belong to the Kyoto Protocol. In addition we changed and standardised emission factors source to IEA latest available version, see p. 83→.

The revised Scope 3 figures are lower, due to several key factors. We refined our data sources and excluded emissions that are out of scope. For Categories 1, 2, 4 and 6, revised and audited financial data was used, while for Category 11 and 12, we incorporated improved product weight data. Additionally, for Category 11, emissions from sold products that indirectly use energy were removed, as per SBTi requirements, since they fall outside Scope 3 boundaries. We also applied more accurate and consistent emission factor sets across all categories. Lastly, for Categories 5, 7 and 12, we adopted an updated calculation and estimation methodology, based on newer data sources and industry reports, to improve accuracy. Overall, the application of clear inclusion and exclusion criteria to raw data sets further strengthens the integrity of the data treatment process, ensuring a more precise and transparent calculation of our

Restatement Descriptions for 2022/23, 2021/22 and 2020/21

Restatement descriptions for 2022/23, 2021/22 and 2020/21 are explained in the previous sections of this page and below:

In 2022/23, Scope 1 emissions were restated from 3,687 to 3,945 metric tonnes CO2e, reflecting improved data accuracy for

In 2023/24, we significantly improved our GHG inventory, data quality, methodology and calculation tools for GHG emission calculations. Specifically, we use third-party specialised GHG protocol compliant software that provides regularly updated and standardised emission and conversion factors for Scope 1, 2 and 3. While implementing new calculation tools, we reviewed the completeness of our GHG inventory, data sources and historical data. This review resulted in a significant improvement of data quality, accounting transparency and calculation methods. We have therefore decided to restate all financial years, starting from the 2020/21 financial year (baseline year) to the 2023/24 financial year. Restated numbers for the last three financial years can be found in the five-year ESG & Sustainability performance overview on p. 83→.

For 2021/22, Scope 1 emissions were restated from 4.832 to 5,047 metric tonnes CO2e, reducing the figure.
Scope 2 emissions (location-based) increased from 19,206 to 21,912 metric tonnes CO2e, as a result of improved accuracy in energy consumption data and changes to IEA emission factors.
Scope 2 emissions (market-based) were adjusted from 14,797 to 16,904 metric tonnes CO2e.
Scope 3 emissions are not restated as they were not reported, but are calculated to be 157,899 metric tonnes CO2e.
Total Scope 1 and 2 emissions (location-based) were restated from 24,571 to 26,959 metric tonnes CO2e, following corrections in Scope 1 and 2 emissions.
Total Scope 1 and 2 emissions (market-based) increased from 19,630 to 21,950 metric tonnes CO2e, reflecting updated calculations for both Scopes.
Water consumption decreased from 125,549 to 125,390, and total waste decreased from 3,011 to 3,007, while incinerated waste decreased from 346 to 254 tonnes, and waste to recycling increased from direct emissions.
Scope 2 emissions (location-based) were revised from 20,316 to 21,202 metric tonnes CO2e.
Scope 2 emissions (market-based) increased slightly from 16,083 to 16,168 metric tonnes CO2e.
Total Scope 1 and 2 emissions (location-based) were restated from 24,003 to 25,147 metric tonnes CO2e, driven by adjustments in both Scope 1 and 2.
Total Scope 1 and 2 emissions (market-based) increased from 19,771 to 20,113 metric tonnes CO2e, reflecting corrections in both Scope 1 and Scope 2 figures.
Water consumption and total waste remained the same, while incinerated waste decreased from 296 to 222 tonnes, and waste to recycling increased from 1,283 to 1,320, along with waste to landfill from 1,209 to 1,247.

In 2022/23, total energy consumption increased from 211,398 GJ to 214,303 GJ, reflecting improved data accuracy. Energy from natural gas and LPG remained the same at 33,468 GJ. Energy from petrol Annual report 2023/24 86 Sustainability 1,246 to 1,291, along with waste to landfill from 1,419 to 1,461.

In 2021/22, total energy consumption increased from 224,343 GJ to 227,082 GJ. Energy from natural gas and LPG decreased slightly from 52,704 GJ to 52,676 GJ. Energy from petrol and diesel decreased from 19,863 GJ to 16,382 GJ, due to distinguishing fuel consumption for hybrid-based company cars as a separate indicator. Energy from electricity from the grid increased from 142,976 GJ to 143,298 GJ. Energy from electricity from solar panels remained the same at 5,262 GJ. Energy from district heating remained the same at 3,538 GJ.# Sustainability

Environmental indicators

Scope 2 covers indirect GHG emissions from the generation of electricity and heat, including renewable energy. The GHG emissions physically occur at the facility where the electricity or heat is generated. As from 2020/21, Ambu discloses Scope 2 emissions according to both the market- and location- based method.

Greenhouse gas emissions (CO2e)

Besides accounting for CO2 emissions, we also include other greenhouse gas emissions. GHG emissions are disclosed in line with the guidelines of the Greenhouse Gas Protocol. Fuel and electricity consumption in our four production sites, one R&D office and headquarters are based on actual consumption or purchase. Consumption of fuel and electricity by warehouses, R&D offices, sales offices and related company cars are based on estimated data, due to non-accessible data.

This year, our renewable electricity share increased to 34%, covering consumption of 15,510 MWh, compared to 26% in 2022/23. This result is driven by the purchase of RECs, covering 99.9% of the electricity consumption at our site in Xiamen, China, and 33% of our electricity consumption at our site in Penang, Malaysia. RECs cover 13,982 MWh or 90% of our total renewable electricity, while our solar panels in Penang, Malaysia, and Ballerup, Denmark, have produced 1,528 MWh and cover 10%. Consumption of electricity used at our sales offices and warehouses is based on a standardised number of kWh per m2.

In 2020/21, Scope 1 emissions saw a slight adjustment from 4,329 to 4,346 metric tonnes CO2e, improving the accuracy of direct emissions reporting. Scope 2 emissions (location-based) were restated from 18,027 to 19,628 metric tonnes CO2e, due to updates in energy consumption data and changes to IEA emission factors. Scope 2 emissions (market-based) increased from 18,505 to 20,106 metric tonnes CO2e, reflecting corrections in energy source data. Scope 3 emissions were restated from 419,783 to 142,266 metric tonnes CO2e, due to significant improvements in the spend dataset, an improved calculation method and consistency in emission factors used. Total Scope 1 and 2 emissions (location-based) increased from 22,356 to 23,974 metric tonnes CO2e, reflecting corrections in both Scope 1 and 2. Total Scope 1 and 2 emissions (market-based) were revised from 22,834 to 24,452 metric tonnes CO2e, incorporating adjustments across both Scopes. Water consumption increased from 137,115 to 141,863, and total waste increased 2,429 to 2,532, while incinerated waste increased from 146 to 159 tonnes, and waste to recycling increased from 968 to 1,013, along with waste to landfill from 1,315 to 1,360. In 2020/21, total energy consumption increased from 199,927 GJ to 201,973 GJ. Energy from natural gas and LPG decreased from 47,634 GJ to 47,493 GJ. Energy from petrol and diesel decreased from 18,865 GJ to 15,654 GJ, due to distinguishing fuel consumption for hybrid-based company cars as a separate indicator. Energy from electricity from the grid increased from 124,371 GJ to 124,819 GJ. Energy from electricity from solar panels remained the same at 5,501 GJ. Energy from district heating remained the same at 3,556 GJ. These restatements ensure more accurate and transparent reporting of Ambu’s greenhouse gas emissions across all years. and updated inventory, enabling consistent comparisons over time.

Refilling of refrigerants from air conditioning and ventilation units.

Scope 1 covers direct GHG emissions from sources that are controlled by the company. Ambu has the following sources of Scope 1 emissions:

Consumption of natural gas and LPG and diesel to power heat sources or stationary combustion engines
Consumption of fuels, both at production sites and in company cars.

As it is not possible to collect complete fuel or driving data for our company cars used by our sales force, emissions are calculated using a standardised yearly driving distance and emissions from an average car. We improved the data quality and completeness for energy, water and waste indicators during the GHG review process. Although the changes for these indicators are considered immaterial, we choose to restate them to ensure the figures reflect a comprehensive

Scope 3 covers the indirect GHG emissions that occur both up and down the value chain. The emissions disclosed in this report are calculated on data for this financial year, FY 2023/24, covering the period of 11 months, from 1st of October 2023 to 31st of August

Annual report 2023/24 87 Sustainability 2024 for categories 6 (supplier data), 11 and 12, while the emissions for the last month of the financial year (September 2024) are extrapolated. For categories 1, 2, 4 and 6, we use the data for the entire year. Rental car for supplier-specific data is extrapolated for the last two months. Categories 3 and 5 are calculated based on the entire year consumption and estimate, while category 7 is calculated for the entire year, based on the survey that took place in September, covering the reporting period of 11 months and extrapolation for employees who did not respond the survey, based on the headcount for Q3.

Direct Purchases: Raw materials, components, hardware and services essential to Ambu's core business operations.
Indirect Purchases: Goods and services not directly involved in manufacturing or core business processes.
Finished Goods Purchases: Ambu products produced by external suppliers through outsourced manufacturing.

vices purchased by Ambu, including inbound logistics, outbound logistics and between own facilities. Transportation of goods from tier one suppliers to Ambu is implicitly included in Category 1 and 2, when the transportation is ensured by the suppliers.

Category 7: Employee commuting
Emissions from employees commuting to Ambu’s entities are calculated based on information provided via a global survey, filled out by employees, depicting the share of employees commuting by private car, Ambu bus and other public means of transportation. This information is applied to extrapolate the emissions for the entire Group, based on the total number of employees as per Q3.

Category 5: Waste generated in operations
Emissions from the treatment of waste and wastewater generated in operations are calculated based on the actual waste and water data from our production sites and headquarters, together with an estimation of waste and water generated per employee, multiplied with the total number of employees in Ambu sales offices. For waste that is recycled or incinerated with energy recovery, only transportation-related emissions are included, as emissions from the recovery process are considered out of scope.

Category 2: Capital goods
Capital goods include purchases of manufacturing machines, IT equipment and other larger purchases that deviate from the purchases made in every financial year. Emissions are calculated based on monetary data.

Category 11: Use of sold products
Emissions from the use of products that directly consume electricity are calculated based on sales quantity data. Energy consumption has been estimated by considering inputs on the product usage time for different medical interventions that spans between a few seconds to a number of hours, number of single-use products used per unit and maximum usage hours by design. Products that indirectly consume energy are excluded, in accordance with SBTi requirements.

Activity data in the shape of monetary data, quantity data, supplier-specific data and estimates are multiplied with relevant emission factors retrieved mainly from UK DEFRA and IEA. In cases where the monetary data is used, emission factors from Exiobase 3.8.2 are applied. Emission factors from other databases are applied only when necessary, please refer to p. 83→.

Category 3: Fuel- and energy-related activities
Emissions are calculated based on energy consumption data, according to the location-based approach reported in Scope 1 and 2, including electricity, district heating and various fuels used at our production sites, headquarters, sales offices, warehouses and company cars owned by Ambu.

Category 6: Business travel
Emissions from flights, trains, car rentals and car mileage are calculated using distance data provided by our supplier. Emissions from other business travel activities are based on monetary data recorded in Ambu’s procurement management system. Emissions from hotel stays are excluded, in accordance with SBTi requirements.

Category 1: Purchased goods and services
Purchased goods and services include three types of purchases and are calculated using both quantity and monetary data from:

Category 12: End-of-life treatment of sold products
Emissions are calculated based on weight data (some of it extrapolated) for sold Ambu products, mapped in categories representing the different material components of product and packaging. For waste that is

Annual report 2023/24 88 Sustainability recycled or incinerated with energy recovery, with 93/7 split for incineration with/without energy recovery, only transportation-related emissions are included, as emissions from the recovery process are considered out of scope. Categories 8, 9, 10, 13, 14 and 15 are deemed not relevant for Ambu, due to the nature of the company. In addition, we have performed an estimate of Category 9, for which emissions were deemed to be immaterial.

Category 4: Upstream transportation and distribution
Emissions are calculated based on actual well-to-wheel CO2e data from supplier-specific reports and monetary data for all third-party transportation and distribution ser-

emissions (Scope 1, 2 and 3), divided by the total metric tonnes of manufactured products or DKKm revenue, respectively. Tonnes of manufactured products include packaging and are based on the number and weight of products produced at our factories.# Annual report 2023/24 89 Sustainability

Inter- company parts and products are excluded to avoid double-counting manufactured products. Data is extracted from local ERP systems. Revenue is defined as per Note 2.2 on p. 121→.

Environmental indicators

Renewable electricity

Renewable electricity is generated by solar panels installed at our headquarters and at our Penang production site. The renewable energy volume from our headquarters is based on a performance calculation, for Penang it is based on invoices. We purchase Renewable Energy Certificates (RECs). Renewable energy share is the share of renewable energy from solar panels and RECs of all energy used. Renewable electricity share is the share of renewable electricity from solar panels and RECs of all electricity used.

In 2023/24, we purchased 13982 units (MWh) of renewable energy certificates RECs, covering 34% of our total energy consumption, specifically, 9447 units (MWh) covering 99.9% of our electricity consump- tion at our site in Xiamen and 4,535 units (MWh) covering 33% of our electricity con- sumption at our site in Penang, for which we have obtained invoices and certificates for our RECs, as well as cancellation proof.

Waste

Waste is defined as what is left when pro- duction or consumption end. It is material that must be disposed of, so that it does not accumulate to become a nuisance. Waste data are based on invoices from waste collectors and divided into total volumes of waste and the various waste treatment methods. Hazardous waste, as defined in the European Waste Directive, is disclosed as a percentage of the total waste amount. Waste generation from Ambu’s sales offices is esti- mated based on employee headcount, using a standard derived from waste generated per employee at our headquarters. Waste recycled (%) is calculated by dividing the recycled waste amount by the total waste amount.

A completeness check of the inventory and a review of emission and conversion factors are reviewed annualy and were conducted prior to our sustainability disclosure. For FY 2023/24, Global Warming Potentials Set is a mix of IPCC Fifth Assessment Report (AR5) and IPCC Fifth Assessment Report (AR4) List of Emission Factor Sets:

AIB 2023
IEA International Electricity Factors (2023)
Exiobase - Monetary 3.8.2
UK DEFRA - Conversion Factors 2022
UK DEFRA - Conversion Factors 2023
US EPA - Emission Factor Hub 2023
US EPA - eGRID 2022 Sub Region (Publication Year 2024)

Energy

Total energy consumption is summarised in GJ. Conversion of units to GJ is based on factors presented by the GHG protocol cross-sector tool, DEFRA conversion factors and other recognised sources. Energy for sales offices and other facilities where we do not collect data, is estimated based on energy intensity per m2. Energy from com- pany cars (fuel-based cars and hybrid cars) is estimated based on the annual driving distance and distance to energy conversion factors from UK DEFRA.

Hazardous waste

Hazardous waste (%) is calculated by divid- ing the hazardous waste amount by the total waste amount.

Water consumption

Water consumption is the sum of all water consumed. The sum of all water drawn into the boundaries of the company from all sources, including surface water, ground- water, rainwater and any municipal water sup- ply. Water consumption is based on meter readings and invoices from our four produc- tion sites and headquarters. Water consump- tion from Ambu’s sales offices is estimated on the basis of employee headcount, using a standard derived from water consumption per employee at our headquarters.

Social indicators

Headcount

Headcount (number) is measured as the current employee headcount per end of financial year 2023/24, on 30 September 2024. It includes all active employees, as well as employees on paid and unpaid leave, with a temporary or permanent Ambu con- tract. People without an Ambu contract, e.g., interns, consultants and externally hired temps, are excluded.

Average headcount (number) is mea- sured over the course of 12 months (roll- ing average), leading up to the end of the financial year 2023/24, on 30 September 2024. The rolling average is an average of employee headcount at the last day of each of the 12 months, running from October 2023 to September 2024. It includes all active employees, as well as employees on paid and unpaid leave, with a temporary or permanent Ambu contract. People without an Ambu contract, e.g., interns, consultants and externally hired temps, are excluded.

The 'Average headcount (number)' figure for the current year and the prior years (FY 2020/21, FY 2021/22 and FY 2022/23) are not fully comparable, as full-time equivalent (FTE) was used previously, whereas rolling headcount (HC) is applied in the current year (FY 2023/24), due to a change in accounting practices. Thus, prior-year and current-year numbers are not fully compara- ble, due to a change in accounting practice, whereas in the current year, rolling HC is applied, while for the prior year, FTE was applied.

Lost-Time Injury Frequency (LTIF)

Lost-Time Injury Frequency (LTIF) includes all employees at our production sites, includ- ing employees with an Ambu contract and externally hired employees without an Ambu contract. The data from our office locations solely include employees with an Ambu contract. It is calculated as the reported number of accidents with lost time per million hours worked. A lost time injury is an accident resulting in more than eight hours of absence from work in connection with the accident. Our production sites in China, Malaysia, the USA and Mexico report actual working hours. Our headquarters in Ballerup, as well as our warehouse and office locations, use an estimate based on national averages or contractual agreements (e.g., 37 hours/week), excluding absence, such as, planned leave, sickness absence or other absence. In 2019/20 and 2020/21, data from our production site in China only included employees with an Ambu contract. Safety data for our 12 employees in Sweden, Nor- way and Finland is not captured.

Sickness absence rate

Sickness absence rate (%) includes all employees with an Ambu contract. Data compares the total number of sickness days reported with the total number of working days in the year (excluding planned leave). Working days for our white-collar and indi- rect blue-collar employees are based on national averages or derived from contrac- tual agreements on working time. For our blue-collar employees, we use planned working days registered on-site. In 2019/20 and 2020/21, sickness absence data for our production site in Malaysia included exter- nally hired workers. Sickness absence for our 12 employees in Sweden, Norway and Fin- land is not captured.

Employee turnover rate

Employee turnover rate (%) includes tem- porary and permanent employees (based on headcount) with an Ambu contract. People without an Ambu contract, e.g., interns, consultants and externally hired temps, are excluded. An employee that has been internally transferred from one legal entity to another within Ambu’s network is not con- sidered as turnover and hence, it has been excluded too. The turnover rate only includes employees with an Ambu contract who have been employed for seven days or more. It is calculated by comparing the total number of voluntary and non-voluntary leavers (retirees and terminations due to abscondment are considered voluntary leavers) with the ave- rage headcount. The 'Employee turnover rate (%)' figure for the current year and the prior years (FY 2020/21, FY 2021/22 and FY 2022/23) are not fully comparable, as full- time equivalent (FTE) was used previously, whereas rolling headcount (HC) is applied in the current year FY23/24, due to a change in accounting practices.

Gender diversity

Gender diversity (%) includes temporary and permanent employees (based on headcount) with an Ambu contract. People without an Ambu contract, e.g., interns, consultants and externally hired temps, are excluded. Gender diversity is calculated by comparing the num- ber of women at year-end with the average headcount. Gender diversity at management levels (in the Board of Directors and in other management) is calculated by comparing the number of underrepresented gender within the management level in question with the headcount within the same management level. The gender diversity for members of the Board, specifically Board members elected at the annual general meeting (AGM), does not include employee-elected members. Gender denotations, currently available from the system provider in the global employee system, are Female, Male, Unknown, Undeclared and Others. Genders are self-declared. Unknown or undeclared gender entries will be presented as Others. A manager is defined as an employee who is on management level (F-level).

Fatalities

Fatalities is the sum of fatalities reported at our four production sites in China, Malaysia, the USA and Mexico and at our headquarters, as well as our warehouse and office loca- tions.

Carbon intensity metrics

Carbon intensity metrics (CO2e per manu- factured product and CO2e per unit of reve- nue) are calculated using total market-based renewable energy share is the share of renewable energy from solar panels and RECs of all energy used.

Governance indicators

Code of Conduct training

Code of Conduct training (%) is calculated by comparing the number of employees who have completed training in our Code of Conduct, with the number of employees in scope. Employees in scope are white-collar and indirect blue-collar employees.

GOVERNANCE 91

Risk management

implementation of the mitigation plans. Relevant risks are prioritised in terms of oping, initiating and monitoring appropriate response measures according to the chosen response strategy, within an appropriate time frame. To allow for effective risk man- agement, these response measures must be specifically tailored to relevant circum- stances.

Corporate governance

Annual report 2023/24 91 Governance 96 99 Risk management Corporate governance Executive Management 100 Board of Directors 102 Executive Management and Executive Leadership Team 103 Remuneration 104 Shareholder information 107 Company announcements 2023/24 and financial calendar Annual report 2023/24 91 Governance# RISK MANAGEMENT

For Ambu, diligent handling of risks and opportunities is part of responsible corporate governance and supports our pursuit of sustainable growth and, thereby, increased company value. This makes it essential to manage risks and opportunities appropriately. Our risk management is an integral part of the planning and implementation of our business strategies. Our Enterprise Risk Management (ERM) process aims for early identification and evaluation of, and response to, risks and opportunities that could materially affect the achievement of our strategic, operational, financial and compliance objectives. Therefore, Ambu’s risk management is focused on early identification and rigorous assessment of risks and opportunities, as well as continuous mitigation, management and monitoring of risks, thereby aiming to reduce the risks to an acceptable level and ensuring that only calculated risks are taken.

Company-wide risk management process and organisation (Enterprise Risk Management Process)

Ambu has established an ERM system to ensure that the most significant risks and opportunities, in the short to medium term, are identified and assessed. Potential new risks, as well as updates to the mitigation plans, are reported to Global Risk & Compliance on a quarterly basis. While reporting generally follows a quarterly cycle, this regular reporting process is complemented by an ad hoc reporting process that aims to escalate critical issues in a timely manner. The long-term risks are integrated into the overall development of Ambu's strategy and business plans. This year, further focus was on strengthening the monitoring and impact and likelihood, considering different perspectives, including business objectives, reputation and regulatory matters. Responsibilities are assigned for all relevant risks and opportunities. The hierarchical assignment of responsibility depends on the significance of the risk or opportunity. In a first step, assuming responsibility involves choosing one of our general response strategies. The general risk response strategies are to avoid, transfer, reduce, retain or watch the relevant risk. The general response strategy for opportunities is to pursue the opportunity concerned. In a second step, responsibilities involve developing mitigation actions that are adequate to reduce the identified risk to an acceptable level.

Based on the reported risks and updated mitigation plans, Global Risk & Compliance conducts a series of in-depth interviews with risk officers in the organisation, after which the most significant risks are assessed by risk boards, before being reported to the Executive Management and the Board of Directors on a quarterly basis. The management of each function is responsible for identifying, assessing and managing the risks associated with their part of the organisation. The Executive Management is responsible for determining Ambu’s overall risk profile, in alignment with the company’s strategy and values. They are also responsible for delegating responsibility for the shared risks across the organisation, as well as for approving the mitigating activities that address the most significant risks.

The Board of Directors monitors and reviews the reported risks and the planned mitigation, as well as any recommendations from the Executive Management, every quarter.

INNOVATION & DEVELOPMENT RISKS

Ambu’s achievement of its strategic targets depends on our ability to develop relevant and unique products of high quality. A good clinical and commercial understanding of the sector’s long-term needs, as well as user insights regarding targeted procedures in new segments and their integration into product development, are essential for keeping our market-leader position. As a manufacturer and distributor of medical devices, Ambu adheres to the legislation of the territories in which we operate. Failure to comply may negatively impact our ability to sell our solutions. There is an inherent risk of supply chain disruptions, due to infrastructure breakdowns or congestion, and delays can lead to higher freight rates. Furthermore, increased demand and/or supply shortages may lead to increased raw material and energy costs and a potential delay of orders.

Risk examples

Insufficient capturing of user insights.
Dependency on external partners’ know-how.
Major disruption at a manufacturing facility, due to a natural disaster or other emergencies, such as, a fire or a pandemic, may disrupt Ambu’s ability to manufacture and distribute products.
Lockdowns, breakdowns, political unrest, fires, natural disasters, etc. at key suppliers’ sites may result in disruption of Ambu’s supply chain.

Primary risk mitigation activities

Products are launched in multiple segments.
The screening process for capturing user insights is very detailed and integrated into product development, allowing for rounds of modifications before the design is locked.
Global production with multiple facilities and maintaining adequate safety stock.
Dual sourcing, identification of high-risk suppliers and continuous development of contingency plans.
Continuous development and improvement of control processes and quality procedures and ongoing monitoring of legislation and market standards.

PRODUCT SUPPLY, QUALITY AND SAFETY RISKS

Ambu’s achievement of its strategic targets depends on our ability to develop relevant and unique products of high quality. A good clinical and commercial under- standing of the sector’s long-term needs, as well as user insights regarding targeted procedures in new segments and their integration into product development, are essential for keeping our market-leader position. As a manufacturer and distributor of medical devices, Ambu adheres to the legisla- tion of the territories in which we operate. Failure to comply may negatively impact our ability to sell our solutions. There is an inherent risk of supply chain disruptions, due to infrastructure breakdowns or congestion, and delays can lead to higher freight rates. Furthermore, increased demand and/or supply shortages may lead to increased raw material and energy costs and a potential delay of orders.

Risk examples

Insufficient capturing of user insights.
Dependency on external partners’ know-how.
Major disruption at a manufacturing facility, due to a natural disaster or other emergencies, such as, a fire or a pandemic, may disrupt Ambu’s ability to manufacture and distribute products.
Lockdowns, breakdowns, political unrest, fires, natural disasters, etc. at key suppliers’ sites may result in disruption of Ambu’s supply chain.

Primary risk mitigation activities

Products are launched in multiple segments.
The screening process for capturing user insights is very detailed and integrated into product development, allowing for rounds of modifications before the design is locked.
Global production with multiple facilities and maintaining adequate safety stock.
Dual sourcing, identification of high-risk suppliers and continuous development of contingency plans.
Continuous development and improvement of control processes and quality procedures and ongoing monitoring of legislation and market standards.

COMMERCIAL RISKS

There is a constant and ongoing focus on reducing healthcare costs and ensur- ing better patient care in Ambu's most important markets. This leads to a general demand for hospitals to become more efficient. Ambu’s Anaesthesia & Patient Monitoring business have historically experienced modest price pressures, while prices within the Endoscopy Solutions business have been more stable.

Risk examples

Delays in product launches and penetration into a market.
Pace of market creation and product acceptance in single-use endoscopy.
Economic and political development, leading to budgetary constraints and healthcare reforms.

Primary risk mitigation activities

Validation of value proposition in single-use, for instance, workflow efficiency and sterility.
Continuous improvement of product launch capabilities.
Ensuring low-cost production, with manufacturing in low-cost jurisdictions, to enable competitive pricing.

CLIMATE-RELATED RISKS

Climate change in general, including increased frequency of extreme weather condi- tions, is assessed to pose a limited risk to Ambu. Climate-related risks are identified as part of our risk management process and are assessed and responded to accord- ing to a standardised process for estimating the impact and likelihood of risks in view of their impact on revenue, cost and reputation, as well as the related compliance requirements.

Risk examples

High temperatures affecting our operations, as well as our employees.
Extreme weather conditions, such as, heavy rains, floods, cyclones and other natural disasters, leading to supply chain disruption.
Increased compliance requirements and demand for more sustainable products and packaging.

Primary risk mitigation activities

Risk scenario analyses conducted at regular intervals, in accordance with the Task Force on Climate-related Financial Disclosure framework (TCFD), in order to assess the potential future risks and to ensure business continuity.
Develop forecasts and projections on climate changes to ensure timely preparedness.
Sustainability is a key focus area in our business strategy, including circularity as a core concept in how we develop, manufacture and dispose of products and packaging material.

CYBERSECURITY RISKS

Globally, and across most industries, cybercriminal activity continues to take place. Cyber- threats, such as, cybercrime and cyberattacks, could have a major business impact by affecting Ambu’s operations, delivery performance and competitive advantage.

Risk examples

Cybersecurity breaches and/or a major IT breakdown could have a severe impact on Ambu’s ability to maintain day-to-day operations, resulting in disruption of sales and shipments to customers.
The disclosure of confidential information could compromise data privacy, and business critical information could be lost, stolen or otherwise released into the hands of people for whom it was never intended.
Theft of intellectual property could result in a severe impact on competitive advantage.

Primary risk mitigation activities

Continuously evolve Ambu’s cybersecurity measures to monitor and mitigate potential data breaches and cyberattacks, ensuring that incident response and crisis management processes and capabilities for timely remediation of security issues are in place and continuously improved.
A solid, risk-based cybersecurity framework, built on NIST CSF and the ISO 27001 standard, enabling Ambu to protect its assets and continue producing secure products to serve our customers in a digitally evolving space.
Internal and external security assessments, conducted on a regular basis, including: vulnerability assessments, penetration testing and threat hunting.
Infrastructure modernisation project to comply with external requirements and modernise our IT infrastructure.

FINANCIAL RISKS

The development of Ambu’s results and equity is subject to several financial risks, including foreign exchange risks, interest rate risks, liquidity risks and credit risks, as well as the risk of changing international trading conditions.

LEGAL & COMPLIANCE RISKS

Ambu operates in a highly regulated industry that is subject to great variation in laws and regulations across geographies and business areas, leading to a complex and often unpredictable legal environment.# Governance

CORPORATE GOVERNANCE

Corporate governance concerns the way Ambu is managed and controlled. We are continuously developing our corporate governance in response to the strategic development, goals and activities. Ambu seeks to establish close and trusted relations with relevant stakeholders, including shareholders, employees, customers, suppliers and society as a whole. We also seek to ensure transparency, and we want to openly share relevant information with our stakeholders.

Corporate governance reporting

Ambu’s Board of Directors complies with all of Nasdaq Copenhagen’s recommendations regarding corporate governance and reports.

More information on the mandatory annual corporate governance report is disclosed at www.ambu.com in accordance with section 107(b) of the Danish Financial Statements Act.

Governance structure

The shareholders of Ambu A/S exercise their rights at the general meeting, which is the supreme governing body of the company. At the annual general meeting, the shareholders approve the annual report, dividends, elect the Board members and the auditors of the company, and adopt the company’s Articles of Association and proposals submitted by shareholders and the Board. Any shareholder has the right to raise questions and suggestions for consideration at the general meetings.

The company has two share classes and Ambu’s Articles of Association do not impose any restrictions on ownership or voting rights. Class A shares carry ten votes per share, while Class B shares carry one vote per share. Class A and Class B shares carry equal economic rights. The Class B shares are traded publicly at NASDAQ Copenhagen. Any shareholder is entitled to attend and vote at the general meetings.

The Board of Directors regularly discusses the existing ownership structure with the holders of Class A shares. The Board of Directors and the holders of Class A shares agree that the ownership structure has been and remains expedient for all of the company’s stakeholders, as it lays a sound framework for the implementation of Ambu’s strategy and plans, thereby safeguarding the interests of all shareholders.

Board of Directors

Ambu has a two-tier management structure, consisting of the Board of Directors and the Executive Management. The two bodies are independent of each other, and no person serves as a member of both. The Board of Directors is responsible for, but not limited to, the overall management of Ambu, defining strategies and setting objectives, as well as approving the overall budgets and plans. The Board of Directors also undertakes overall supervision of the company’s activities and ensures that Ambu is managed in a responsible manner and in compliance with legislation and the Articles of Association.

Qualifications and composition of the Board of Directors

All members elected by the shareholders at the annual general meeting are considered to be independent members, as defined by the Committee on Corporate Governance. The Board of Directors currently has six members elected by the shareholders at the annual general meeting, and three members, elected by the employees, pursuant to the Danish rules concerning employee representation. The shareholder-elected members are elected for one year at a time, while the employee-elected members are elected for a four-year period.

For the Board of Directors to undertake its responsibilities and act as a good sounding board for the Executive Management, the following competences are particularly relevant: Global strategy & execution, MedTech industry, organisational transformation and restructuring, finance, audit & risk management, compliance, regulatory & legal, supply chain & manufacturing, sustainability, board governance and ESG, HR & compensation and digital/technology experience. The members of Ambu’s Board of Directors are deemed to possess these competences.

The Chair Council consists of the Chair and the Vice Chair of the Board of Directors. The Chair Council performs certain preparation and planning in relation to Board meetings and is a forum for the Chair Council’s and Executive Management’s reflections. The Chair Council held eight meetings during 2023/24.

The Board of Directors has established an annual process, whereby self-evaluation of the Board of Directors’ work and performance is assessed. At least every three years, the evaluation is conducted by an experienced external facilitator. The self-evaluation in 2023/24 led to focus areas, which will be included in the work of the Board of Directors in 2024/25.

Currently, the Board consists of nine members, of which three are employee-elected. Of these nine members, three are women and six are men. In accordance with section 139c of the Danish Companies Act, this is considered equal gender representation in the Board, and no policy or further reporting is thus required.

Committees and Council

To ensure dedicated and in-depth work in specific areas, the Board of Directors has established several committees and one council that report to the Board of Directors: Chair Council, Audit Committee, Remuneration Committee, Innovation Committee and Nomination Committee.

Audit Committee

The Audit Committee consists of three members of the Board of Directors. In addition, the CEO, the CFO, the VP of Finance & Accounting and the auditor appointed at the annual general meeting attend the Audit Committee meetings. The Audit Committee held four meetings during 2023/24. The purpose of the Audit Committee is to assist the Board of Directors in ensuring the quality and integrity of the presentation of the company’s financial statements, reporting and auditing, as well as reviewing the risk and control management systems in connection with Ambu's financial reporting.

The charter of the Audit Committee can be found at → Ambu.com/auditcom.

Remuneration Committee

The Remuneration Committee consists of three members of the Board of Directors. In addition, the CEO and the Chief People Officer attend the meetings. The Remuneration Committee held three meetings during 2023/24. The duties of the Remuneration Committee are set in place to ensure that the remuneration offered by Ambu is competitive and sufficient to attract and retain the best qualified directors and executives.

The charter of the Remuneration Committee can be found at → Ambu.com/remcom.

Innovation Committee

The Innovation Committee consists of three members of the Board of Directors. In addition, the CEO, the Chief Marketing Officer and the Chief Technology Officer attend the Innovation Committee meetings. The Innovation Committee held three meetings during 2023/24. The purpose of the Innovation Committee is to oversee and make recommendations for the innovation strategy and its execution, and to consider external innovation opportunities.

The charter of the Innovation Committee can be found at → Ambu.com/innovationcom.

Nomination Committee

The Nomination Committee consists of three members of the Board of Directors. Ambu’s CEO attends the meetings of the Nomination Committee. The Nomination Committee held three meetings during 2023/24. The Nomination Committee is charged with evaluating the composition of the Executive Management and with evaluating, and possibly renewing, the Board of Directors to ensure that the members of the Board meet the requirements and possess the skills required.

The charter of the Nomination Committee can be found at → Ambu.com/nomcom.

Overview of attendance rate for 2023/24

The Board of Directors held ten meetings during 2023/24.

Board of Directors	Chair Council	Audit Committee	Remuneration Committee	Innovation Committee	Nomination Committee
2023/24	10/10	8/10	6/8	3/3	3/3
2022/23	9/10	10/10	2/8	3/3	3/3
2021/22	10/10	10/10	-	2/3	3/3
2020/21	9/10	8/10	1/3	3/3	-
2019/20	10/10	-	2/3	-	-
Jørgen Jensen (Chair)	10/10	4/4	-	-	-
Shacey Petrovic (Vice Chair)	10/10	4/4	-	-	-
Christian Sagild	10/10	3/3	3/3	-	-
Susanne Larsson	10/10	3/3	3/3	3/3	3/3
Michael Del Prado	9/10	3/3	3/3	3/3	3/3
Simon Hesse Hoffmann	10/10	2/3	-	2/3	2/3
Charlotte Elkjær Bjørnhof	8/10	3/3	3/3	3/3	3/3
Thomas Bachgaard Jensen	10/10	-	-	-	-
Jesper Mads Bartroff Frederiksen	10/10	-	-	-	-
Board meeting attendance rate (%)	97%	100	95	100	100
CEO pay ratio (times)	24	20	11	94	12

EXECUTIVE MANAGEMENT

The Board of Directors appoints the Executive Management and lays down its terms of employment.# CORPORATE GOVERNANCE REPORT 2023/24

Recommendations for corporate governance

Ambu A/S, Baltorpbakken 13, DK-2750 Ballerup Registration no. 63644919

As a Danish listed company, Ambu A/S must comply with, or explain deviations from, the “Recommendations for Corporate Governance”, implemented by Nasdaq Copenhagen, in the Rules for issuers of shares and Section 107b of the Danish Financial Statements Act.

Download our corporate governance report ↓

The Board of Directors has considered the recommendations from the committee on corporate governance and has reported on them in a corporate governance document. Ambu complies with all of the recommendations of the Committee on corporate governance, and the report on compliance with the corporate governance recommendations can be found at → Ambu.com/corpgov.

The Executive Management consists of Ambu's CEO, Britt Meelby Jensen, and our CFO, Henrik Skak Bender.

The Executive Management is responsible for Ambu’s day-to-day management, including, but not limited to, the development of Ambu’s activities and operations and its risk management, financial reporting and internal affairs. The Executive Management prepares and presents the company’s strategy, long-term financial planning and budgets to the Board of Directors. The delegation of powers and responsibilities by the Board of Directors to the Executive Management is defined in the Rules of Procedure for Ambu’s Board of Directors (Bestyrelsens Forretningsorden) and the provisions of the Danish Companies Act (Selskabsloven).

Annual report 2023/24
100

Governance

BOARD OF DIRECTORS

	JØRGEN JENSEN	SHACEY PETROVIC	CHRISTIAN SAGILD	SUSANNE LARSSON	MICHAEL DEL PRADO	SIMON HESSE HOFFMANN	JESPER MADS BARTROFF FREDERIKSEN	CHARLOTTE ELGAARD BJØRNHOF	THOMAS BACHGAARD JENSEN
Title	Chair of the Board (he/him/his)	Vice Chair of the Board (she/her/hers)	Board member (he/him/his)	Board member (she/her/hers)	Board member (he/him/his)	Board member (he/him/his)	Employee-elected member (he/him/his)	Employee-elected member (she/her/hers)	Employee-elected member (he/him/his)
Joined Board in	2020	2022	2012	2021	2021	2022	2021	2021	2021
Appointed until	2024	2024	2024	2024	2024	2024	2025	2025	2025
Independent	Independent	Independent	Independent	Independent	Independent	Independent	N/A	N/A	N/A
Born	1968	1973	1959	1968	1983	1963	1978	1975	1977
Nationality	Danish	American	Danish	Swedish	Danish	Danish	Danish	Danish	Danish
Shares	16,236 B shares	5,535 B shares	255,000 B shares	1,000 B shares	2,418 B shares	1,268 B shares	5,717,500 A shares	1,985,000 B shares	2,013 B shares
Committee Roles	Chair of the Remuneration Committee, the Nomination Committee and Chair Council and member of the Innovation Committee	Member of the Innovation Committee, the Nomination Committee and the Chair Council	Member of the Audit Committee and the Remuneration Committee	Chair of the Audit Committee and member of the Remuneration Committee	Chair of the Innovation Committee and member of the Nomination Committee	Member of the Audit Committee	Elected by the employees	Elected by the employees	Elected by the employees
Position and honorary offices:	Position: Professional board member and former CEO & President of Insulet Corporation Honorary offices: Exact Sciences (MB), Governance and Nominating Committee at Exact Sciences (C), Imperative Care (VC), Strategy and Business Development Committee at Imperative Care (C), NovoCuff (C), Axena Health (MB)	Position: Professional board member Honorary offices: Nordic Solar (C)	Position: Group CFO, EVP IT, Digital Enablement, GBS and Indirect Procurement at Mölnlycke Honorary offices: Dovista A/S Group (MB and C of Audit Committee)	Position: Professional board member Honorary offices: 3Shape (C), VELUX (C), Micro Matic (C), Weibel (C), VKR Holding (VC), Healthcare Denmark (C), Armacell International S.A. (MB)	Position: Former Company Group Chair of Johnson & Johnson Medical Devices and Lead Director of Verb Surgical, joint venture (MB) in Digital Surgery of J&J and Verily (Google Life Sciences) Honorary offices: Cochlear Limited ASX (MB)	Position: Professional investor, financial advisor and board member Honorary offices: Magenta (C), HC Andersen Capital (C), SMILfonden (VC), Testa Invest (MB), WireOnAir (MB), JHO Holding (Director)	Position: Senior Project Manager, Portfolio Strategy & Pulmonology & ENT Solutions, R&D Joined Ambu in 2018	Position: Senior Director, Commercial Excellence, Global Marketing Joined Ambu in 2011	Position: Mechanical Architect, Systems Engineering, Engineering & Imaging, R&D Joined Ambu in 2016
Special competences:	International leadership experience from global companies, as well as medtech- specific experience covering sales, R&D, production, supply chain and M&A	International executive experience from global medtech companies, including expertise within commercial and operational leadership positions	Leadership experience and general management of a listed company including special insights into financial matters and risk management	General management and financial leadership experience in public listed companies covering strategy, M&A, transformation and change management, finance and IT	Global senior leadership experience in major healthcare companies, including transformative innovation, commercialisation, governance, strategic partnerships and health policy	Financial management, governance, reporting, budgeting and funding. Additionally, third generation of the founding family of Ambu	N/A	N/A	N/A

Annual report 2023/24
101

Governance

EXECUTIVE MANAGEMENT AND EXECUTIVE LEADERSHIP TEAM

Executive Management

	HENRIK BENDER	BRITT MEELBY JENSEN
Title	Chief Financial Officer (he/him/his)	Chief Executive Officer (she/her/hers)
Joined Ambu in	2022	2024
Born	1973	1984
Nationality	Danish	Danish
Honorary offices:	Hempel A/S (MB), Novo Holdings (MB), IAD (MB) and DI's main board (MB)	Adent A/S (MB), TW Engineering A/S (MB), Teach First Denmark (MB)
Special competences:	Finance, IT, legal and M&A experience from private and listed companies, combined with in-depth experience with business transformations and execution of global growth strategies within the global MedTech industry	Business and leadership experience from both listed and private companies in the global healthcare industry. This is combined with in-depth knowledge of the commercial area and strategic development
Shares	45,333 shares	25,000 shares

Executive Leadership Team

	FINN MÖHRING	GRAZIELA MALUCELLI	SANNE KJÆRSGAARD HJORDRUP	STEVEN BLOCK	BASSEL RIFAI
Title	Chief Technology Officer, R&D (he/him/his)	Chief Operations Officer (she/her/hers)	Chief People & Culture Officer (she/her/hers)	President of Ambu USA (he/him/his)	President of Ambu EMEA & APAC (he/him/his)
Joined Ambu in	2023	2024	2022	2013	2021
Born	1965	1973	1977	1963	1982
Nationality	Danish	Brazilian	Danish	American	American

Annual report 2023/24
103

REMUNERATION

The overall objective of the remuneration is to create value for the shareholders by enabling Ambu to attract and retain the best qualified directors and executives. The remuneration policy and remuneration report for the Board of Directors and Executive Management are available at Ambu.com/reports →. The remuneration of the Board of Directors and Executive Management is in accordance with the remuneration policy and the incentive guidelines, and the latest revision was adopted at the annual general meeting in 2023.

Executive Management

The total remuneration earned by the Executive Management was DKK 32.3m (DKK 26.7m).

Short-term incentives earned were DKK 10.2m (DKK 7.3m), equivalent to 94% (69%) of the full bonus potential, based on the financial and ESG performance for the year for the pre-defined KPIs of organic revenue growth, EBIT margin b.s.i., free cash flow and ESG.

Long-term incentives earned were DKK 8.9m (DKK 7.0m) or 91% (68%) of the full potential, based on the financial performance for the year for the pre-defined KPIs of organic revenue growth and EBIT margin b.s.i..

The total remuneration paid to the Board of Directors, including the Board committees, constituted DKK 6.5m (DKK 6.6m).

The Chair receives three times the base fee, while the Vice Chair receives two times the base fee. The Chairs of the committees receive a fee of DKK 175,000, while committee members receive a fee of DKK 117,000.

(DKKm)	2023/24	2022/23
Fixed compensation	13.2	8.9
Short-term incentive scheme	10.2	7.3
Long-term incentive scheme	8.9	7.0
Total remuneration earned by the Executive Management	32.3	26.7

350,000, which is approved by the shareholders at the annual general meeting.# Governance

Remuneration of Board of Directors and Executive Management

Item	2023/24 (DKK m)	2022/23 (DKK m)
Remuneration of Executive Management	32.3	26.7
Remuneration of Board of Directors	6.5	1.0
Total remuneration earned	38.8	27.7
Adjustment to redundancy and resignation pay, previous years	-4.9	-5.2
Remuneration in connection with redundancy pay	0.0	0.0
Adjustment of earned incentive schemes*	5.9	6.6
Total expense in the Income statement	39.8	29.1

The adjustment bridges the accounting expense in the Income statement to various earned incentive schemes, including long-term incentive schemes that are earned in one year but vest over three years. Members of the Board of Directors do not receive variable remuneration and are not part of share-based incentive schemes, but receive a fixed annual base fee of DKK 32.3m (versus DKK 26.7m in 2022/23).

SHAREHOLDER INFORMATION

Share capital

Ambu's share capital consists of 234,974,389 B shares of DKK 0.50 each, together with 34,320,000 A shares of DKK 0.50 each, equi- valent to a registered share capital of DKK 134,647,194.50. Ambu's share capital is divided into two classes of shares, each with a nominal share value of DKK 0.50. Class A shares carry 10 votes per share, while Class B shares carry one vote per share. There is no difference between the financial rights pertaining to the individual share classes. All shares are paid-up in full. Ambu’s Class B shares are listed on Nasdaq Copenhagen under ISIN code DK0060946788 and named 'AMBU-B', while the Class A shares are unlisted.

Shareholders

On 30 September 2024, the total number of shareholders in Ambu, whose holdings are registered by name, was 60,169 (68,944). They hold a combined 98% (99%) of the total share capital. The Class A shares are negotiable instru- ments, and according to Ambu's Articles of Association, the transfer of more than 5% of the total number of Class A shares, at a price higher than the price quoted for the company’s Class B shares, may take place only if the buyer offers all holders of Class A and Class B shares to buy their shares at the same price. All Class A shares are owned by the three lines of descendants of Ambu’s founder, Dr. Holger Hesse.

At the end of the fiscal year, the portfolio of treasury shares comprised 2,904,590 (2,992,769), corresponding to 1.1% (1.1%) of the share capital.

On 30 September 2024, the share of total voting rights controlled by the founding family was 61.5% (61.6%). As of 30 September 2024, the shareholders, featured in the table on the next page, had filed ownership of more than 5% of the share capital and/or votes.

Back in 1987, a share- holders’ agreement was established by the holders of the Class A shares, as described in the prospectus, in connection with the listing of Ambu A/S in 1992. The shareholders’ agreement solely governs the family’s holdings of Class A shares, while the family’s holdings of listed Class B shares are not governed by the shareholders’ agree- ment. Moreover, Ambu’s Articles of Asso- ciation contain provisions on the trading of Class A shares.

In November 2015, a new shareholders’ agreement was established between the holders of the Class A shares, in which the agreed terms and conditions were updated. The updated shareholders’ agreement governs the relationship between the three lines of the family and the family's views on decisions concerning the possible conver- sion of Class A shares into Class B shares and the process of transferring or selling Class A shares. In addition to the Class A shares, the family holds ~12.3 million Class B shares, corre- sponding to 5.2% (5.6%) of the Class B share capital. The family thus controls a total of 17.3% (17.6%) of the combined Class A and Class B share capital and 61.5% (61.6%) of the votes. As per 30 September 2024, inter- national owners hold 46% (43%) of the share capital.

Overview of A and B shares

	2023/24	2022/23
Total number of shares ('000)	269,294	269,294
Total number of A shares ('000)	34,320	34,320
Total number of B shares ('000)	234,974	234,974
Change in number of shares	-	-
Nominal value per share, DKK	0.50	0.50
Share capital (DKK '000)	134,647	134,647
Number of treasury shares ('000)	2,905	2,993

Shareholders with voting rights of more than 5%

Shareholder name	Share of capital, %	Share of votes, %
	2023/24	2022/23
Dorrit Ragle*, Virum	17.4	17.4
Pia Hesse, Hellerup	3.0	2.9
Eva Hesse Lundström, Kgs. Lyngby	2.9	2.9
Hannah Hesse Hoffmann, Frederiksberg	14.0	14.0
Simon Hesse Hoffmann, Copenhagen	0.50	0.50
N. P. Louis Hansen ApS, Nivå	134,647	134,647

Dorrit Ragle has transferred a number of Class A shares to family members, but has retained the voting rights associated with the transferred shares.

Share price development

Ambu’s Class B share price on 30 September 2024 was DKK 131.15 per share, equal to a market capitalisation of the Ambu's Class B shares of DKK 30.8bn (EUR 4.1bn). The share price increased by 82% in the 2023/24 finan- cial year. By comparison, Nasdaq Copen- hagen’s C25 index increased by 17% in the same period. The average daily turnover of Ambu shares on Nasdaq Copenhagen declined by 23% to DKK 59.1m (DKK 79.9m), while the average number of trades per day declined by 25% to 1,882 (2,504).

Capital allocation

Ambu’s ambition is to create a strong bal-ance sheet, and we are committed to our long-term target of a NIBD/EBITDA ratio of less than 2.5x. With disciplined capital alloca- tion, Ambu is now a positive cash flow-gen- erating company (FCF), which provides oper- ational flexibility to deliver on our long-term sustainable and profitable growth targets.

The Board of Directors has considered Ambu’s cash position and liquidity forecast, and on the basis thereof, the Board of Direc- tors intends to recommend to the sharehold- ers at the annual general meeting that dividends worth of DKK 102m will be distri- buted in the 2024/25 financial year. Additionally, the Board of Directors intend to propose an updated dividend policy of up to 30% (previously around 30%) of the Group's annual net profit via dividends and/or share- buy back.

Investor relations

Ambu pursues an open dialogue with inves- tors and analysts about our business and financial performance. In order to ensure that all Ambu’s stakeholders have equal access to corporate information, news is released to Nasdaq Copenhagen, the media and on Ambu’s website, where users can also subscribe to Ambu’s news service. Ambu’s Investor Relations team handles all contact with investors and the press on issues relat- ing to the company’s shares.

Please contact: Anders Hjort, Head of Investor Relations, Phone: +45 7225 2910, [email protected]

Annual general meeting 2024

The annual general meeting 2024 will be held on Wednesday 4 December 2024 at 13.00 CET at the Ambu A/S headquarters, Baltorp- bakken 13, DK-2750 Ballerup. Shareholders can sign up to attend the annual general meeting and download all relevant material in relation to the meeting at → Ambu.com/AGM

Development in share price 2023/24

Share price development chart

COMPANY ANNOUNCEMENTS 2023/24 AND FINANCIAL CALENDAR

Company Announcements 2023/24

No.	Announcement	Date
1	Ambu announces preliminary financial results for the fiscal year 2022/23	8 November
2	Ambu appoints new Chief Financial Officer	13 December
3	Ambu announces financial outlook for the 2023/24 financial year
4	Annual report 2022-23
5	Notice of annual general meeting of Ambu A/S	5 November
6	Decisions of the annual general meeting of Ambu A/S	4 December
7	Interim report for Q1 2023/24	30 January
9	Ambu raises outlook for the 2023/24 financial year	30 January
12	Ambu increases financial outlook for the 2023/24 financial year	14 May
13	Interim report for Q3 2023/24	30 August
14	Major shareholder announcements	30 September
15	Ambu financial calendar for 2024/25
16	Interim report for Q2 2023/24	30 September

Financial calendar 2023/24

Event	Date
Annual report 2022/23	5 November
Annual general meeting 2023	4 December
Earnings release Q1 2023/24	30 January
Interim report for Q1 2023/24	30 January
Earnings release Q2 2023/24	7 May
Interim report for Q2 2023/24	14 May
Earnings release Q3 2023/24	22 August
Interim report for Q3 2023/24	30 August
End of 2023/24 financial year	30 September
Annual report 2023/24	5 November
Annual general meeting 2024	4 December

Financial calendar 2024/25

Event	Date
Earnings release Q1 2024/25	30 January
Earnings release Q2 2024/25	7 May
Earnings release Q3 2024/25	22 August
End of 2024/25 financial year	30 September
Annual report 2024/25	5 November
Annual general meeting 2025	3 December

FINANCIAL YEAR 2024/25

No.	Announcement
1	Ambu announces financial outlook for the 2024/25 financial year
2	Interim report for Q4 and full-year 2023/24 results (unaudited)

Consolidated financial statements

109 Income statement and statement of comprehensive income
111 Cash flow statement
113 Balance sheet
115 Equity statement
117 Notes

INCOME STATEMENT

Revenue

Total reported revenue in 2023/24 was DKK 5,391m, corresponding to a reported growth of 12.9% and an organic growth of 13.8%, compared to 2022/23. Gross margin in 2023/24 was 59.4%, corre- sponding to an increase of 2.6%-pts, com- pared to 2022/23. This improvement was driven by a more effective distribution set-up, and scale in administrationen costs, however, offset by by increased sales and marketing costs that increased in line with our ZOOM IN strategy to invest in our commerical infra- structure.

Special items

Consolidated financial statements

INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME

1 October – 30 September (DKKm)

		2023/24	2022/23
INCOME STATEMENT
Revenue	2.2	5,391	4,775
Production costs	2.3, 2.4	-2,190	-2,062
Gross profit		3,201	2,713
Selling and distribution costs	2.3, 2.4	-1,571	-1,522
Development costs	2.3, 2.4	-325	-295
Management and administrative costs	2.3, 2.4	-660	-594
Operating profit (EBIT) before special items		645	302
Special items	2.3, 2.4, 2.6	-334	-8
Operating profit (EBIT)		311	294
Financial income	4.3	16	2
Financial expenses	4.3	-27	-86
Profit before tax		300	210
Tax on profit for the year	2.7	-65	-42
Net profit for the year		235	168

STATEMENT OF COMPREHENSIVE INCOME
Net profit for the year		235	168
Other comprehensive income:
Items which are moved to the income statement under certain conditions:
Translation adjustment in subsidiaries		-66	-168
Other comprehensive income after tax		-66	-168
Comprehensive income for the year		169	0

Earnings per share in DKK
Earnings per share (EPS)	2.9	0.88	0.64
Diluted earnings per share (EPS-D)	2.9	0.88	0.64

Consolidated financial statements

CASH FLOW STATEMENT

1 October – 30 September (DKKm)

	Note	2023/24	2022/23
Net profit		235	168
Changes in cash and cash equivalents
Adjustment for non-cash items:
Income taxes in the income statement	2.7	65	42
Financial items in the income statement	5.2	11	84
Depreciation, amortisation and impairment losses	3.7	364	330
Share-based payment	5.1	14	17
Change in working capital		-111	-289
Change in provisions		-3	-21
Interest received		1	1
Cash and cash equivalents, beginning of year		157	696
Translation adjustment of cash and cash equivalents		-1	-11
Cash and cash equivalents, end of year		615	157

Cash and cash equivalents, end of year, are composed as follows:
Cash and cash equivalents		265	157
Short-term deposits		350	-
Cash and cash equivalents, end of year		615	157

Interest paid		-27	-86
Income tax paid		-90	-57
Cash flow from operating activities		813	518

Investments in intangible assets	3.2	-201	-157
Investments in tangible assets	3.3	-88	-169
Cash flow from investing activities		-289	-326
Free cash flow		524	192

Proceeds from borrowings	4.6	-	1,054
Repayment of borrowings	4.6	-	-1,575
Repayment of lease liability	4.6	-65	-63
Exercise of options	4.5	-	23
Sale of treasury shares	4.5	-	-
Capital increase		-	-
Cash flow from financing activities		-65	-222

Consolidated financial statements

BALANCE SHEET

30 September (DKKm)

	Note	30.09.24	30.09.23
ASSETS
Goodwill	3.1	1,527	1,565
Acquired technologies, trademarks and customer relations	3.2	376	643
Completed development projects	3.2	905	888
Other incl.	3.2	72	71
	3.2	350	444

EQUITY AND LIABILITIES
Share capital	4.5	135	135
Other reserves		5,459	5,258
Equity		5,594	5,393

The increase in gross margin was driven by price increases in A & PM, increased revenue share in the more profitable Endoscopy Solutions business, as well as economies of scale in production costs as we continue to increase the utilisation rate of existing production sites. Special items in 2023/24 was DKK -334m, mainly related to impairment within gastroenterology (GI). A strategic review has been performed across the GI endoscopy business. This resulted in revised assumptions, based on the longer time required to penetrate this market, as the short-term potential for the market has been re-evaluated. Despite this revision, the continued effort and ambition to solve unmet customer needs within GI is unaffected. Organic growth was primarily driven by solid Endoscopy Solutions growth, while Anaesthesia & Patient Monitoring (A & PM) continued strong momentum, driven by the strategic decision to increase prices in low margin areas. Across regions, North America continued its high growth momentum, while Europe and Rest of World began to pick up solid growth as well. Read more on p. 9→.

Depreciation, amortisation and impairment losses (DA)

DA was DKK -364m, while DA was DKK -330m in 2022/23. DA primarily comprise amortisation of internal development projects and acquired technologies. Impairment losses recognised in ‘Special items’ totalled DKK -332m.

OPEX to revenue

OPEX to revenue in 2023/24 was 47.4%, corresponding to an decrease of 3.1%-pts, compared to 2022/23. The decrease was driven

Net financials

Net financials in 2023/24 was DKK -11m, corresponding to an improvement of DKK 73m, compared to 2022/23. The improvement was mainly due to improved financial gearing with reduced debt compared to 2022/23.

EBIT margin b.s.i.

EBIT margin b.s.i. in 2023/24 was 12.0%, corresponding to an increase of 5.7%-pts, compared to 2022/23. The substantial increase was driven by revenue growth as OPEX increases were modest, in line with our ZOOM IN strategy to increase profitable growth. The currency effect on EBIT margin b.s.i. was negligible.

Revenue and revenue growth

EBIT margin before special items

Tax

Tax in 2023/24 was DKK -65m (DKK -42m), corresponding to an effective tax rate of 21.7% (20.0%). Current tax for the year was DKK 140m (DKK 41m), and income tax paid for the year was DKK 90m (DKK 57m).

CASH FLOW STATEMENT

Cash flow from operating activities (CFFO)
CFFO in 2023/24 was DKK 813m. The solid cash flow was driven by improved operating profitability (EBITDA), with balanced net working capital and higher income tax paid. amounted to DKK 205m, corresponding to 4% of revenue, however, when factoring in development costs less depreciation, amortisation and impairment losses, total R&D expenditure amounted to DKK 320m (DKK 343m), corresponding to 6% (7%) of total revenue. The improvement was driven by underlying profitable growth, while last year’s improvement were positively affected by a strong non-recurring cash flow effect from reduction in net working capital.

Cash position

At 30 September 2024, cash and cash equivalents were DKK 615m, reflecting an increase of DKK 458m since last year, driven by the free cash flow.

Acquisitions of enterprises and technology

No acquisitions were made in 2023/24. The cash position is distributed between Cash at bank of DKK 265m, and short-term deposits of DKK 350m.

Cash flow from investing activities (CFFI) before acquisitions

CFFI before acquisitions was DKK 289m, corresponding to 5% of revenue. This fell slightly below our long-term projection of allocating 7-9% of revenue to investment activities. CFFI was primarily driven by R&D activities that before acquisition

Free cash flow (FCF)

FCF before acquisitions was DKK 524m, corresponding to an improvement of DKK 332m, compared to 2022/23.

Cash flow from financing activities (CFFF)

CFFF in 2023/24 was DKK -65m stemming Committed undrawn credit facilities amounts to DKK 1,800m. from repayment of lease liabilities.

Cash flow impact of development costs

Free cash flow – main components

	2023/24	2022/23
Development costs	-111	-289
Depreciation, amortisation, and impairment losses	192	524
Investments	325	295
EBITDA	-133	-83
Change in working capital	-245	-188
CAPEX1	320	343
Other2	-458	1,007
Free cash flow	524	236

¹ CAPEX is defined as cash flow from investing activities
² 'Other' includes; change in provisions, income tax and interest paid

Consolidated financial statements

BALANCE SHEET

Total assets
Invested capital
Net working capital
Net interest-bearing debt (NIBD) to EBITDA before special items (b.s.i.)
At 30 September 2024, NIBD to EBITDA b.s.i. was -0.1x, corresponding to a decrease of 0.8x, compared to 30 September 2023. The decrease was driven by improved operating profitability (EBITDA b.s.i), which converted into higher free cash flow compared to 2022/23.
At 30 September 2024, total assets were DKK 7,154m, corresponding to an increase of DKK 295m, compared to 30 September 2023.
At 30 September 2024, invested capital in 2023/24 was DKK 5,537m, corresponding to a decrease of 283m compared to 30 September 2023. The decrease was driven by the GI-related write-down in intangible assets, partially offset by an increased net working capital of DKK 111m.
At 30 September 2024, net working capital was DKK 1,050m, corresponding to 19% of revenue. Current level is aligned with the objective of 20% of revenue. The development was driven by increased cash and cash equivalents of DKK 458m and higher inventories, partially offset by impairment of gastroenterology (GI) of DKK -327m. Despite the impairment, the carrying amount of GI technologies is DKK 596m, reflecting a solid long-term potential.

Net interest-bearing debt (NIBD)

At 30 September 2024, NIBD was DKK -57m, corresponding to a decrease of DKK 484m, compared to 30 September 2023. The decrease was driven by solid cash flow, slightly offset by net increase in lease liabilities.

ROIC

ROIC in 2023/24 was 9%, corresponding to an improvement of 5%-pts, compared to 2022/23. The increase reflected our ZOOM IN strategy's aim to drive profitable growth through a focused investment approach.

	2019/20	2020/21	2021/22	2022/23	2023/24
Absolute invested capital	4,926	5,740	7,215	6,859	7,154
ROIC	3.9%	1.4%	2.2%	4%	9%
NIBD	1,346	759	1,658	-57	-0.1%
NIBD/EBITDA b.s.i.	12%	8%	3%	0.7%	3%

EQUITY STATEMENT

Equity Dividend No dividend was paid out during 2023/24. Other At 30 September 2024, equity was DKK 5,594m, corresponding to an increase of DKK 201m, compared to 30 September 2023. Other in 2023/24 was DKK 32m and included share-based payments of DKK 26m and the associated tax effect of DKK 6m. The Board of Directors are suggesting a DKK 102m dividend distribution, on the basis of the Company's solid financial position. Other comprehensive income Other comprehensive income in 2023/24 was DKK -66m which was related to transla- tion adjustment in subsidiaries. Treasury shares At 30 september, 2024, treasury shares amounted to 2,905m class B-shares, changed from 2,993m since 30 september 2023. The dividend distribution, corresponding to DKK 0.38 per share, will be recommended for adoption at the annual general meeting in December.

Changes in equity during 2023/24

	Equiꢀ Oct. 1, 2023	Other comprehensive income	Dividend	Other	Equiꢀ Sep. 30, 2024
2019/20
2020/21
2021/22
2022/23
2023/24	5,393	-66	102	32	5,594
Proposed dividend					102

EQUITY STATEMENT

1 October – 30 September

	Share capital adjustments	Reserve for foreign currency translation	Retained earnings	Proposed dividend (DKKm)	Total
Equity 1 October 2023	135	211	5,047	-	5,393
Net profit for the year	-	-	133	102	235
Other comprehensive income for the year	-	-66	-	-	-66
Total comprehensive income	-	-66	133	102	169
Transactions with the owners:
Share-based payment	-	-	26	-	26
Tax deduction relating to share-based payment	-	-	6	-	6
Equity 30 September 2024	135	145	5,212	102	5,594

Reserve for foreign currency translation adjustments in the consol- idated financial statements comprised exchange rate differences arising from the translation of the financial statements of foreign subsidiaries to DKK, as well as foreign currency translation adjust- ments of intercompany balances, regarded as a supplement to the net investment in foreign subsidiaries.

1 October 2022

	Share capital adjustments	Reserve for foreign currency translation	Retained earnings	Proposed dividend (DKKm)	Total
Equity 1 October 2022	129	379	3,753	-	4,261
Net profit for the year	-	-	-	-	-
Other comprehensive income for the year	-	-168	-	-	-168
Total comprehensive income	-	-168	-	-	-168
Transactions with the owners:
Share-based payment	-	-	15	-	15
Tax deduction relating to share-based payment	-	-	26	-	26
Exercise of options	-	-	14	-	14
Sale of treasury shares	-	-	23	-	23
Share capital increase	6	-	-	-	6
Equity 30 September 2023	135	211	4,047	-	4,441

Consolidated financial statements

SECTION 1: BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS

1.1 Basis of preparation

The Group’s general accounting policies are described below. In connection with this, specific accounting policies have been incorporated into each of the individual notes related to the consoli- dated financial statements. The consolidated financial statements are pre- sented in accordance with IFRS accounting stand- ards as adopted by the EU and additional require- ments in the Danish Financial Statements Act. The Group’s ultimate parent company, Ambu A/S, is a public limited company, domiciled in Denmark. The financial statements of the parent company, Ambu A/S, are presented separately from the consolidated financial statements and can be found on the last pages of this report. The parent company’s separate accounting policies are shown in conjunction with the financial statements of the parent company. The accounting policies described below have been applied consistently in the preparation of the consolidated financial statements in the years pre- sented. The accounting policies have been applied consistently with prior year.

Applying materiality

The consolidated financial statements are a result of processing large numbers of transactions and aggregating those transactions into classes according to their nature or function. The transac- tions are presented in classes of similar items in the consolidated financial statements. If a line item is not individually material, it is aggregated with other items of a similar nature in the consolidated financial statements or in the notes. There are substantial disclosure requirements throughout IFRS. Management provides specific disclosure required by IFRS, unless the information is not applicable or considered immaterial to the economic decision-making of the users of these consolidated financial statements. The estimates and underlying assumptions are reviewed on an ongoing basis. Changes in esti- mates may be necessary if there are changes in the circumstances on which the estimate was based, or more detailed information becomes available. Such changes are recognised in the period in which the estimate is revised. The application of the company’s accounting policies may require Management to make judge- ments that can have a significant effect on the amounts recognised in the financial statement. Management’s judgement is required, in particu- lar, when assessing the substance of transactions that have a complicated structure or legal form. The significant accounting estimates and judge- ments can potentially significantly impact the con- solidated financial statement. The Group has assessed the impact of climate risk on its financial reporting. The impact assessment was primarily focused on the valuation and useful lives of intangible assets, tangible assets and the identification and valuation of provisions and con- tingent liabilities, as these are judged to be the key areas that could be impacted by climate risks. No material accounting impacts or changes to judge- ments or other required disclosures were noted. Management regards '2.2 Revenue' and '3.2 Other intangible assets' as the key accounting estimates and judgements used in preparation of the conso- lidated financial statements. Please refer to these specific notes for further information on the key accounting estimates and judgements and the assumptions applied.

Adoption of new or amended IFRSs

Management has assesed the impact of new or amended and revised accounting standards and interpretations issued by IASB and IFRSs, endorsed by the European Union, effective on or after 1 October 2023. The following amendments have been adopted as of 1 October 2023:

Amendment to IAS 1 “Presentation of Financial Statements and IFRS Practice Statement 2: Dis- closure of Accounting Policies”
Amendment to IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates”
Amendments to IAS 12 “Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction”
Amendments to IAS 12 “Income Taxes: Interna- tional Tax Reform - Pillar Two Model Rules”

The amendments listed above did not have any impact on the amounts recognised in the prior period and current period, and are not expected to significantly affect future periods.

SECTION 2: OPERATING PROFIT AND TAX

Note 2.1 Segment information
Note 2.2 Revenue
Note 2.3 Staff costs
Note 2.4 Depreciation, amortisation and impairment losses on non-current assets
Note 2.5 Financial risks from operating activities
Note 2.6 Special items
Note 2.7 Income taxes
Note 2.8 Deferred tax
Note 2.9 Earnings per share

SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

Note 3.1 Goodwill
Note 3.2 Other intangible assets
Note 3.3 Property, plant and equipment
Note 3.4 Leases
Note 3.5 Inventories
Note 3.6 Trade receivables
Note 3.7 Change in working capital

SECTION 4: FINANCIAL RISK MANAGEMENT, CAPITAL STRUCTURE AND NET FINANCIALS

Note 4.1 Financial instruments
Note 4.2 Net financials
Note 4.3 Interest-bearing debt
Note 4.4 Share capital and treasury shares
Note 4.5 Cash flows from financial liabilities classified as financing activities
Note 4.6 Non-IFRS financial measures

SECTION 5: PROVISIONS, OTHER LIABILITIES ETC.

Note 5.1 Provisions
Note 5.2 Share-based payment
Note 5.3 Fee to auditors appointed by the annual general meeting
Note 5.4 Group companies
Note 5.5 Contingent liabilities and other contractual liabilities
Note 5.6 Related parties
Note 5.7 Subsequent events
Note 5.8 Adoption of the annual report and distribution of profit
Note 5.9 Key figure and ratio definitions
Note 5.10 Other intangible assets

Balance Sheet


Assets	2024 (DKKm)	2023 (DKKm)
Non-current assets
Goodwill	582	584
Other intangible assets	545	571
Property, plant and equipment	160	85
IT software Development projects and other assets in progress	582	584
Right-of-use assets	545	571
Deferred tax asset	160	85
Total non-current assets	4,517	4,851

Current assets
Inventories	1,078	907
Trade receivables	745	766
Other receivables	44	44
Income tax receivable	40	3
Prepayments	112	50
Derivative financial instruments	3	73
Cash and cash equivalents	50	112
Total current assets	1,560	1,466

Total assets	7,154	6,859

Equity and liabilities
Equity
Equity	5,594	5,393
Total equity	5,594	5,393

Non-current liabilities
Provisions	483	490
Lease liabilities	512	492
Deferred tax	3,230	3,611
Total non-current liabilities	3,954	4,185

Current liabilities
Provisions	4	9
Lease liabilities	14	10
Trade payables	483	359
Income tax	501	439
Other payables	524	942
Total current liabilities	1,526	1,759

Total liabilities	5,480	5,944

Total equity and liabilities	7,154	6,859

Annual report 2023/24 115

Annual report 2023/24 116

Annual report 2023/24 117

Annual report 2023/24 118# SECTION 1: BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS

1.1 Basis of preparation

Significant accounting estimates and judgments
The preparation of the consolidated financial state- ments, in conformity with IFRS, requires Manage- ment to make estimates and assumptions that can have a significant effect on the application of policies and reported amounts of assets, liabilities, income, expenses and related disclosures. Management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circum- stances, the results of which form the basis for making judgements about the reported carrying amounts of assets and liabilities, and the reported amounts of revenues and expenses that may not be readily apparent from other sources. Actual results could differ from those estimates.

Basis of measurement
The consolidated financial statements are pre- sented in Danish kroner (DKK), which is also Ambu A/S’ functional currency. All amounts are rounded to the nearest million, unless otherwise stated. The annual report has been prepared in accordance with the historical cost principle, except for deriv- ative financial instruments, which are measured at fair value.

Standards not yet adopted
IASB has issued new or amended accounting standards and interpretations that have not yet become effective and have consequently not been implemented in the consolidated financial statements for 2023/24. Management expects to adopt the accounting standards and interpre- tations as they become mandatory. None of the new or amended standards or interpretations are expected to have significant impact on the consoli- dated financial statements.

Principles of consolidation
The consolidated financial statements comprise Ambu A/S and companies in which Ambu A/S has a controlling interest. Control is deemed to be obtained if Ambu A/S owns more than 50% of the voting rights, or if Ambu A/S in any other way has a controlling interest in the company. The subsidiaries’ financial statements are adjusted, if necessary, to ensure that their account- ing policies are consistent with those of the rest of the group. All intercompany transactions, balan- ces, income and expenses are fully eliminated on consolidation.

Foreign currency translation
A functional currency is determined for each com- pany in the Ambu Group. The functional currency is the currency used in the primary economic environment in which the individual subsidiary operates. Transactions in foreign currencies are translated to the functional currency using the exchange rate applicable at the transaction date. Foreign exchange gains and losses in connection with the settlement of these transactions and the transla- tion of monetary assets and liabilities in foreign currencies at the exchange rates applicable at the balance sheet date, are recognised in the income statement under net financials. Receivables, payables and other monetary items denominated in foreign currencies are translated to the functional currency, at the exchange rate applicable at the balance sheet date. The differ- ence between the exchange rate applicable at the balance sheet date and the exchange rate applica- ble at the date on which the receivable or payable occurred or the exchange rate stated in the most recent annual report, is recognised in the income statement under net financials. The financial statements of subsidiaries with a functional currency different than DKK are trans- lated to Danish kroner at the exchange rates for balance sheet items applicable at the balance sheet date and at average exchange rates, as far as income statement items are concerned. Exchange rate differences arising from the translation of the net assets of such subsidiaries, at the beginning of the year, using the exchange rates applicable at the balance sheet date and the translation of income statement items from the exchange rates applicable at the transaction date to the exchange rates applicable at the balance sheet date, are re- cognised in other comprehensive income and pre- sented as a separate reserve for foreign currency translation adjustments under equity.

Development costs
Development costs comprise salaries and costs, which, directly or indirectly, can be attributed to product improvements and the development of new products that do not meet the criteria for capi- talisation of an internally generated development project. In addition, the amortisation and impair- ment of capitalised development costs and rights and acquired technologies are recognised.

Presentation of income statement
Income and expenses are recognised according to the [accruals] concept. The income statement is presented by functions, where the respective cost impacts the function to which the cost is deemed to relate. The Group’s functions are divided into production, sales and distribution, development, as well as management and administrative costs.

Production costs
Production costs comprise costs incurred in gene- rating the revenue for the year. Production costs include direct and indirect costs for raw materials and consumables, freight costs incurred in con- nection with the purchase of commodities, etc., production wages and salaries for support func- tions and factory management, as well as depre- ciation and impairment of plant and depreciation of leases.

Selling and distribution costs
Selling and distribution costs comprise costs for sales staff, advertising and exhibitions, deprecia- tion, impairment and operation of central ware- houses, as well as all costs relating to the transport of goods from the Group’s factories to customers.

Management and administrative costs
Administrative costs comprise expenses incurred for management and administration, including expenses for the administrative staff, office pre- mises and office expenses, as well as amortisation and impairment, and depreciation of leases.

Cash flow statement
The cash flow statement has been prepared on the basis of the indirect method and shows the Group’s cash flows from operating, investing and financing activities for the year. Cash flows from operating activities are presented using the indirect method, and calculated as the operating profit adjusted for non-cash operating items, working capital changes, as well as finan- cial income received and financial expenses and income taxes paid. Cash flows from investing activities comprise payments in connection with acquisition of sub- sidiaries, activities and fixed and intangible asset investments and proceeds from the sale of proper- ty, plant and equipment. In the parent financial statements, investing activities also include receipt of dividends from subsidiaries. Leases are considered to be non-cash transac- tions. Cash flows relating to assets held under leases are recognised as payment of interest and repayment of debt. Cash flow from financing acti- vities comprise changes to the size or composition of share capital and costs incidental thereto, as well as the arrangement of loans, the repayment of interest-bearing debt, the purchase and sale of treasury shares and the payment of dividend to the Group’s shareholders. Cash flow denominated in currencies other than Danish kroner (DKK) is translated using average exchange rates, unless such rates deviate mate- rially from the exchange rates applicable on the transaction date. Cash and cash equivalents comprise cash less short-term bank debt, alternating between posi- tive and negative balances, as well as short-term deposits with a maturity less than three months.

Reporting under the ESEF regulation
With securities listed on a regulated market within the EU, Ambu is required to prepare the annual report using a combination of the HTML format and to tag the primary consolidated financial state- ments using iXBRL (Inline eXtensible Business Reporting Language). The Group’s iXBRL tags have been prepared in accordance with the ESEF taxonomy, which is included in the ESEF regulation and developed based on the IFRS taxonomy, published by the IFRS Foundation. The line items in the consolidated financial state- ments are tagged to elements in the ESEF taxo- nomy. For financial line items that are not directly defined in the ESEF taxonomy, an extension to the taxonomy has been created. Extensions are anchored to elements in the ESEF taxonomy, except for extensions that are subtotals. The annual report submitted to the Danish Finan- cial Supervisory Authority (the Officially Appointed Mechanism) are included in the zip file AMBU- 2024-09-30-en.zip.

SECTION 2: OPERATING PROFIT AND TAX

2.1 Segment information

Segment reporting
Ambu is a supplier of medical technology products for the global market. Except for the sales of the vari- ous products, no structural or organisational aspects allow for a division of earnings from individual pro- ducts, as sales channels, customer types and sales organisations are identical for all important markets. Furthermore, production processes and internal controls and reporting are identical, which means that, with the exception of revenue, everything else is unsegmented. Ambu has thus identified one segment.

2.2 Revenue (DKKm)

	2023/24	2022/23
Endoscopy Solutions	3,190	2,687
Anaesthesia	1,155	1,093
Patient Monitoring	1,046	995
Total revenue by activities	5,391	4,775
North America¹	2,732	2,424
Europe²	2,114	1,863
Rest of World	545	488
Total revenue by markets	5,391	4,775

¹ North America includes revenue in the USA of DKK 2,666m (DKK 2,364m).
² The Group's domicile country, Denmark, is included in Europe at DKK 58m (DKK 57m).## SECTION 2: OPERATING PROFIT AND TAX

2.2 Geographical segments

The Group operates in three geographical regions: North America, Europe and Rest of World. The geographical distribution of revenue is based on the country in which the goods are delivered. See note 2.2 for a breakdown of revenue on geography and countries that individually represent more than 10% of the Group's revenue. The majority of the Group’s intangible and tangible assets are located in Denmark, as the parent company owns the Group's intellectual property rights. Denmark accounts for DKK 1,828m (DKK 2,163m) of the amounts in Europe presented below. Deployed assets in North America and Rest of World primarily relates to the Group's production facilities. The management monitors goodwill as a whole, and goodwill is thus not allocated to geographical areas.

Delivery and payment terms

The Group's primary performance obligation is the sale and delivery of medical technology products to customers. The performance obligation is fulfilled when the risk of the goods is passed to the buyer, which most often occurs at delivery at the customer's address. Due to the Group's focus on disposable devices, the Group is not subject to any material guarantee obligations, and customers are not entitled to return unused goods. The Group's customers have payment terms that reflect the market in which the sale takes place. For the majority of sales, payment terms are 15-60 days, with a very limited amount of the sales up to 360 days. Historically, the Group has not experienced any major losses on trade receivables. See note 3.6 on trade receivables.

(DKKm)	2023/24	2022/23
Intangible and tangible assets less goodwill by geographical region:
North America	141	168
Europe	1,966	2,315
Rest of World	723	717
Total	2,830	3,200

§ Accounting policies

Revenue from the sale of goods is recognised in the income statement, when all performance obligations have been fulfilled at the point in time when risk is transferred. Revenue is measured at the fair value of the agreed consideration, excluding VAT and taxes collected on behalf of a third party. At the time of recognition of revenue, a number of price adjustments are also estimated. These are recognised as a reduction to revenue.

! Material accounting estimates

Price adjustments

Price adjustments are offset against revenue and trade receivables, and primarily concern sales in the USA. Price adjustments in the U.S. market are subject to estimation uncertainty, as the actual price adjustment is not determined until the dealer’s sale to the end-customer (hospitals, clinics, etc.) has been completed. Price adjustments are the difference between the price agreed with the end-customer and the dealer’s list price. Price adjustments recognised in balance sheet amount to DKK 72m (DKK 54m) as of 30 September 2024.

Annual report 2023/24 | 122 | Consolidated financial statements

SECTION 2: OPERATING PROFIT AND TAX

2.3 Staff costs

Staff costs are distributed between the Executive Management, the Board of Directors and other employees as follows:

(DKKm)	2023/24	2022/23
Remuneration	22	20
Share-based payment	5	2
Resignation payment	-1	-1
Severance payment	5	-1
Severance pay, share-based payment	1	3
Staff costs, Executive Management	33	23
Wages and salaries	1,630	1,562
Pension contributions	91	67
Social security costs	116	129
Share-based payment	20	15
Remuneration, Board of Directors	7	6
Total staff costs	1,897	1,802
Average number of employees during the year	4,894	4,385
Number of full-time employees at the end of the year	5,196	4,616

Remuneration to the Executive Management and the Board of Directors totalled DKK 40m (DKK 29m).

The staff costs of the group are distributed onto the respective functions as follows:

(DKKm)	2023/24	2022/23
Production costs	474	409
Selling and distribution costs	869	833
Development costs	81	75
Management and administrative costs	339	302
Special items	-1	9
Total staff expenses	1,762	1,628
Staff costs included in intangible assets	132	168
Staff costs included in property, plant and equipment	3	6
Total staff costs	1,897	1,802

§ Accounting policies

Staff costs comprise remuneration, wages and salaries, pension contributions, etc., and share-based payment to the company’s employees, including termination benefits. The Group has no defined benefit plans.

Annual report 2023/24 | 123 | Consolidated financial statements

SECTION 2: OPERATING PROFIT AND TAX

2.4 Depreciation, amortisation and impairment losses on non-current assets

(DKKm)	2023/24	2022/23
Amortisation of intangible assets, identified in connection with business combinations	61	47
Amortisation of intangible development projects and other, incl. IT software	154	137
Depreciation of property, plant and equipment	75	77
Depreciation of right-of-use assets	65	65
Net loss on disposed non-current assets	8	-
Impairment losses on non-current assets	333	22
Total depreciation, amortisation and impairment losses	696	348

In 2023/24, DKK 327m of the total impairment losses on non-current assets of DKK 333m relates to an impairment of GI technologies reflecting the longer time required to penetrate the market. The impairment losses are charged to 'special items'. Please refer to note 2.6 for more information.

Depreciation, amortisation and impairment losses have been allocated to the following functions:

(DKKm)	2023/24	2022/23
Production costs	84	77
Selling and distribution costs	22	25
Development costs	210	188
Management and administrative costs	48	40
Special items	332	18
Total depreciation, amortisation and impairment losses	696	348

2.5 Financial risks from operating activities

Foreign currency risks

The majority of Ambu's sales are invoiced in USD, EUR and GBP. The majority of Ambus production costs and OPEX are in USD, DKK, EUR, MYR and CNY. All assets and liabilities in the subsidiaries' balance sheets are denominated in foreign currency. As a consequence, fluctuations in these exchange rates against DKK might impact Ambu’s financial position and results. The most important exchange rates in relation to risk exposure are USD, MYR, CNY and GBP (collectively referred to as ‘main currencies’). Furthermore, EUR is a currency with large exposure, but the risk is deemed limited, due to DKK being pegged to EUR.

Sensitivity analysis

The following table shows the impact on the Group's net profit and other comprehensive income, in the event of a 10% fluctuation in the main currencies, relative to the recognised financial instruments. The fluctuation of 10% constitutes the Management’s assessment of a realistic exchange rate development within the main currencies. The financial instruments comprised by the sensitivity analysis include trade receivables, cash, payables, trade payables and intercompany balances. The sensitivity analysis does not take into consideration any translation effect from functional currency to presentation currency.

(DKKm)	Decrease of 10% in main currencies	Increase of 10% in main currencies
	2023/24	2022/23
Income statement	-34	-
Other comprehensive income	-	-34

§ Accounting policies

For a description of accounting policies, please refer to notes 3.1, 3.2 and 3.3.

Annual report 2023/24 | 124 | Consolidated financial statements

SECTION 2: OPERATING PROFIT AND TAX

2.5 Financial risks from operating activities (continued)

In 2023/24, special items represent a net expense of DKK 334m, relating to an impairment within gastroenterology (GI). A strategic review has been performed across the GI endoscopy business, resulting in revised assumptions, based on the longer time required to penetrate this market. Impairment tests have been carried out for each GI technology. 'Colonoscopy' and 'Duodenoscopy' were written down to their recoverable amounts, and 'Cholangio' was fully written down, due to project plans being put on hold as a consequence of the strategic review, resulting in total impairment losses of DKK 327m. Furthermore, related assets have been revaluated, resulting in excess production equipment and excess inventories written down by, respectively, DKK 5m and DKK 3m. In 2022/23, a remeasurement of a historical technology acquisition amounted to an income of DKK 19m.

Hedging of expected future transactions

Interest rate swaps have been entered to hedge when the Group has debt to credit institutions, converting floating-rate debt into fixed-rate debt. Management has decided not to apply the rules of 'hedge accounting' on the DKK 250m interest rate swap, and consequently, fair value adjustments are recognised in the income statement, i.e., the treatment is the same when the Group has no debt. Please refer to note 4.1 and note 4.2.

(DKKm)	Contract value	Fair value 30.09.24	Fair value 30.09.23
Interest rate swaps:
Interest rate swap, DKK 250m, floating to fixed rate, maturity May 2025	250	3	11
Total financial liabilities	250	3	11

If special items had been recognised in operating profit (EBIT) before special items, the impact would have been allocated to the following functions:

(DKKm)	2023/24	2022/23
Production costs	8	-
Selling and distribution costs	-	-2
Development costs	326	10
Total special items	334	8

2.6 Special items

(DKKm)	2023/24	2022/23
Impairment of acquired technologies	206	-
Impairment of completed development projects	121	2
Impairment of intangible rights related to production	-	16
Impairment of plant and machinery	5	-
Write-down of inventories	3	-
Remeasurement of technology debt	-	-19
Severance costs and reversals hereof	-1	9
Total special items	334	8

§ Accounting policies

Special items comprise costs or income that cannot be attributed directly to the Group's ordinary activities and are non-recurring of nature, e.g., strategic re-evaluation. Such costs include the cost related to significant restructuring of the cost base and processes, as well as restructuring costs related to resignation of employees. Further special items include redundancy costs' related to the Group's Management, impairment of assets and remeasurement of technology debt.# Annual report 2023/24 125

Consolidated financial statements

SECTION 2: OPERATING PROFIT AND TAX

2.7 Income taxes

Transparent tax management Ambu strives to meet the standard of being a good corporate citizen in all countries in which we operate. Ambu develops, manufactures and sells solutions to hospitals and rescue services all over the world through our own companies or in collaboration with third parties, naturally leading to cross-border transactions. In order to counter the inherent tax risk associated with being a multinational company, Ambu follows the OECD’s transfer pricing principles and general guidelines. Even though Ambu operates in OECD member countries, a tax risk still exists, given the fact that applicable principles and guidelines are, to some extent, subject to interpretation by the member countries, and also related to the fact that applicable case law is not always clear and changes over time. Ambu utilises a straightforward transfer pricing system that adheres to the principal structure. In this arrangement, the Parent company earns residual profits, due to its ownership of intangible assets and pays corporate income tax in the countries where we conduct business.

(DKKm)	2023/24	2022/23
Tax for the year comprises:
Current tax on profit for the year	140	41
Deferred tax on profit for the year	-71	13
Adjustment, previous years	-4	-12
Tax on profit for the year	65	42
Current tax on other comprehensive income and entries on equity for the year	-	-
Deferred tax on other comprehensive income and entries on equity for the year	-6	-26
Tax on other comprehensive income and entries on equity for the year	-6	-26
Total income taxes for the year	59	16

Tax governance Our work with income taxes is governed by the Tax Policy, approved by the Board of Directors. Ambu’s policy is to have a low tax risk appetite and to refrain from having business in tax havens or low tax jurisdictions for the purpose of conduction tax optimisation. Ambu does not have activities in tax havens, as defined according to the EU list of non-cooperative jurisdictions for tax purposes. In some jurisdictions where we operate, tax incentives are offered to all market participants. Our tax policy does not prevent us from making use of such incentives, in so far as our activities are business-driven and not motivated by tax considerations. Tax incentives utilised by Ambu mainly relate to R&D activities. Most of the current tax incentives relates to R&D credit relief / uplift in Denmark entailing a R&D uplift and additionally, a 116% depreciation of new equipment rolled forward. In USA, the tax incentive received relates to R&D tax credit and in Malaysia it regards reinvestment allowances.

%	DKKm	%	DKKm
Reconciliation of effective tax rate and tax:
Profit before tax	300		210
Applicable tax rate in Denmark, 22%	22.0	66	22.0
Effect of tax rate in foreign subsidiaries	-0.2	-1	3.1
Income not subject to tax	-0.1	-	-1.9
Non-deductible costs	3.2	9	3.8
Adjustment, change in tax rates	-0.1	-	-
Tax adjustment in respect of previous years	-1.4	-4	-5.1
Additional tax deduction on R&D costs	-1.7	-5	-1.9
Effective tax rate / income tax expense	21.7	65	20.0

Tax risks To counter any future tax disputes and disagreements with the tax authorities, the Managements makes estimates and assessments of the Group's tax exposure and, on the basis thereof, makes a provision for uncertain tax positions. Even though the Management considers this provision to be sufficient, future liabilities may deviate from this.

Annual report 2023/24 126

Consolidated financial statements

SECTION 2: OPERATING PROFIT AND TAX

2.7 Income taxes (continued)

Current tax / income tax paid

Income tax paid (DKKm)	2023/24	2022/23	2023/24	2022/23
China	6	5	9	10
Denmark	42	-	-	-
France	3	2	1	3
Germany	6	4	-	8
Italy	4	3	1	2
Malaysia	11	2	6	7
Mexico	3	-	-	7
Spain	2	2	2	-
UK	3	2	4	3
USA	57	18	62	15
Other countries	3	3	5	2
	140	41	90	57

Global minimum corporate tax rate – Pillar Two requirements The legislation implementing OECD’s proposals for a global minimum corporate tax rate (Pillar two) was enacted into Danish law by the end of 2023, with effect from 2024. Based on the financial strategic planning, we expect Ambu to be applicable to this legislation from 1 October 2026 and onwards. The Group has performed a high-level assessment of the Group’s potential exposure to Pillar Two income taxes for periods from 1 October 2024. The assessments of the potential exposure to Pillar Two income taxes are based on the most recent tax filings and financial statements for the entities in the Group. Based on the assessments, the Pillar Two effective tax rates, in most of the jurisdictions in which the Group operates, are above 15%, and the transitional safe harbour relief is expected to apply. On this basis, the Group does not expect a material exposure to Pillar Two income taxes in any jurisdiction.

§ Accounting policies The tax for the year, which consists of current tax and changes in deferred tax, is recognised in the income statement for the portion attributable to the profit for the year, and in equity for the portion attributable to amounts recognised directly in equity. The tax effect of share-based payment is included in tax on profit for the year, with the portion attributable to the Group’s deductible share of the cost from the Black-Scholes or other applied valuation model and the remaining tax effect, being included in equity. Tax is provided on the basis of the tax rules and tax rates applicable in the individual countries. Income tax paid for the year was DKK 90m, of which DKK 0 was in Denmark. Ambu has not paid income tax in Denmark, due to tax losses primarily incurred from high levels of tax deductible investments. There will be current year tax in Denmark in 2023/24, due to positive taxable income, which have been partly offset by tax losses under the Danish rules for tax loss restriction.

Annual report 2023/24 127

Consolidated financial statements

SECTION 2: OPERATING PROFIT AND TAX

2.8 Deferred tax

(DKKm)	30.09.24	30.09.23
Deferred tax at 1 October	82	62
Currency translation adjustment	-3	1
Deferred tax on share-based payment recognised in equity	6	26
Deferred tax for the year recognised in the income statement	71	-13
Adjustments in respect of previous years	-	6
Deferred tax at 30 September	156	82

Deferred tax relates to:

Intangible assets -333 -383
Property, plant and equipment -28 -23
Current assets 119 54
Deferred tax on share-based payment recognised in equity 8 -3
Provisions -32 -29
Payables 27 19
Tax loss carry-forwards 395 447
Total 156 82

Classified in the balance sheet as follows:

	156	82
Deferred tax asset	160	85
Deferred tax liability	-4	-3
	156	82

§ Accounting policies Deferred tax is measured under the balance sheet liability method, on the basis of all temporary differences between the carrying amount and tax base of assets and liabilities. Deferred tax is not recognised on temporary differences, resulting from the initial recognition of goodwill. Deferred tax assets, including the tax base of tax loss carry-forwards, are recognised under other non-current assets at the expected usable value, either as a set-off against tax on future income or as a set-off against deferred tax liabilities in the same legal tax entity. Adjustment is made to deferred tax in relation to eliminations made regarding unrealised intercompany profits and losses. The value of deductible temporary differences is recognised to the extent that the Management, on the basis of budgets, business plans, etc., is able to render probable that the value can be offset against temporary deferred tax liabilities or against future taxable income. Tax losses are recognised to the extent that the Management can render probable that these can be offset against future taxable income. Deferred tax is calculated on share-based payments, to the extent that the individual scheme is deductible for the Group. Deferred tax is calculated as the difference between the value of the share-based payment at the time of allocation and the fair value, whichever is higher. Deferred tax assets from share-based payment schemes are recognised proportionately over the vesting period. The tax asset is recognised in the income statement at a value corresponding to the tax deduction for the scheme-related costs, recognised in the income statement. Any additional values are recognised directly in equity. Deferred tax is measured on the basis of the taxation rules and tax rates, which, pursuant to the legislation in force at the balance sheet date, will apply in the individual countries at the time when the deferred tax is expected to become payable as current tax. Changes in deferred tax resulting from changes in tax rates are recognised in the income statement.

Tax losses in the Group In recognising tax loss carry-forwards in Denmark, the Management has assessed whether convincing evidence was present, as the Group has a history of recent losses in Denmark, due to high investment levels, lower earnings and tax deductibility of employees' share-based payments. Tax loss carry-forwards in Denmark, totalling DKK 395m (DKK 440m), were recognised by the end of the year. The tax loss carry-forwards are recognised on the basis of budgets and strategy plans for the individual activities approved by the Management, incl. tax planning opportunities aimed to advance the taxable profit. Estimates and assessments of future taxable income are thus consistent with the basis for the impairment tests. In Germany, unrecognised tax assets amounted to DKK 30m (DKK 30m).# Annual report 2023/24 128

Consolidated financial statements

SECTION 2: OPERATING PROFIT AND TAX

2.9 Earnings per share (DKKm)

	2023/24	2022/23
Net profit for the year	235	168

Average number of Class A and Class B shares in circulation (’000) 266,331 260,480
Dilutive effect of outstanding share options, warrants and employee share programmes (’000) 383 176
Average number of outstanding Class A and Class B shares, including the dilutive effect of share-based payment settled in shares (’000) 266,714 260,656

Earnings per DKK 0.50 share (EPS) in DKK 0.88 0.64
Diluted earnings per DKK 0.50 share (EPS-D) in DKK 0.88 0.64

§ Accounting policies

Earnings per share are presented as both earnings per share and diluted earnings per share. Earnings per share are calculated as the net profit for the year, divided by the average number of outstanding shares. Diluted earnings per share are calculated as the net profit for the year, divided by the sum of the average number of outstanding shares, including the dilutive effect of outstanding share-based payment settled in shares that are ‘in the money’. The dilutive effect of share-based payment that are ‘in the money’ is calculated as the difference between the number of shares that could be acquired at fair value for the proceeds from the exercise of the share-based payment, offset against the share of the granted fair value of the share-based payment not yet recognised.

Annual report 2023/24 129

Consolidated financial statements

SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

3.1 Goodwill (DKKm)

	30.09.24	30.09.23
Cost at 1 October	1,565	1,623
Currency translation adjustment	-38	-58
Cost at 30 September	1,527	1,565

The carrying amount of goodwill at DKK 1,527m (DKK 1,565m) stems primarily from the business combinations of Invendo Medical GmbH in 2017 and King Systems Corp. in 2013.

§ Accounting policies

On recognition, goodwill represents the excess cost of an acquisition over the fair value of the identifiable net assets of the acquired company. Subsequently, goodwill is measured at cost, less accumulated impairment losses. Goodwill is not amortised. At the time of acquisition, goodwill is attributed to the cash-generating units, which are expected to benefit from the business combination; however, not to a level lower than the segment level and the level on which goodwill is monitored, as part of the internal financial management. The Management has identified one operating segment being the whole group to which goodwill is allocated. The carrying amount of goodwill is tested for impairment, together with the other non-current assets of the cash-generating unit to which goodwill has been allocated (being the whole Group) and is impaired to the recoverable amount in the income statement, if the carrying amount is higher. Impairment of goodwill is recognised as a separate item in the income statement. Goodwill is tested annually for impairment, the first time being by the end of the year of recognition, in connection with a business combination. Impairment of goodwill is not reversed. Impairment of other assets is reversed in so far as the assumptions and estimates, on the basis of which the impairment is made, have been changed. Impairments are only reversed in so far as the new carrying amount of the asset does not exceed the carrying amount of the asset after amortisation, had the asset not been impaired.

Impairment testing

As described in section 2.1, the Ambu Group is managed as one single unit, for which reason the Management monitors goodwill as a whole, at Group level. Consequently, the impairment test is based on the Group’s market value. The market value of Ambu A/S’s shares is based on the quoted price of DKK 131.15 per share on Nasdaq Copenhagen at 30 September 2024 (DKK 73.86 per share at 30 September 2023). Based on this market value approximation, Ambu's equity value is DKK 34.9bn (DKK 19.9bn), which leaves DKK 29.3bn (DKK 14.5bn) in headroom to the carrying amount of equity. Therefore, the Management has concluded that the net selling price, calculated on the basis of a level 1 fair value measurement, proves that there is no indication of impairment of goodwill.

Annual report 2023/24 130

Consolidated financial statements

SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

3.2 Other intangible assets

§ Accounting policies

Acquired technologies, trademarks and customer relations, primarily comprising identified technologies, are recognised at fair value on the time of acquisition in connection with a business combination. Any other intangible asset is recognised at cost. Development and IT projects are recognised as intangible assets if they meet certain criteria. These projects must be clearly defined and identifiable, with proven technical feasibility and sufficient resources available for completion. Additionally, there should be a potential market or scope for the project, and the Group must intend to produce, market or use the project. The directly attributable cost should be reliably measurable, and there must be certainty that future earnings or the net selling price will cover all costs.

Useful lifetime and residual value

Intangible assets, excl. goodwill, are amortised according to the straight-line method over the expected useful lifetime of the individual asset. The residual value for all intangible assets is assessed as zero. The amortisation of the intangible asset commences upon completion of the project or when the asset is ready for use. The basis of amortisation is reduced by impairment losses, if any. The useful life of the asset may subsequently be changed if the original assumptions, on which the useful life and any residual value are based, have changed significantly. The expected useful lifetime of intangible assets are as follows:

Acquired technologies 5-15 years
Completed development projects 5-10 years
Distribution rights, patents and licenses etc. 5-20 years
IT software projects 3-5 years

	Acquired technologies	Development and cust. relations	Completed development projects	Other, incl. IT software in progress	Total
2023/24
Cost at 1 October	929	1,492	257	444	3,122
Currency translation adjustment	-6	1	-	-1	-6
Additions during the year	-	-	-	201	201
Transferred during the year	-	269	25	-294	-
Cost at 30 September	923	1,762	282	350	3,317
Amortisation and impairment losses at 1 October	-286	-604	-186	-	-1,076
Currency translation adjustment	6	-	-2	-	4
Impairment losses for the year	-206	-121	-	-	-327
Amortisation for the year	-61	-132	-22	-	-215
Amortisation and impairment losses at 30 September	-547	-857	-210	-	-1,614
Carrying amount at 30 September	376	905	72	350	1,703
2022/23
Cost at 1 October	944	1,260	198	483	2,885
Currency translation adjustment	-15	-	-	-	-15
Additions during the year	-	-	13	242	255
Disposals during the year	-	-1	-2	-	-3
Transferred during the year	-	233	48	-281	-
Cost at 30 September	929	1,492	257	444	3,122
Amortisation and impairment losses at 1 October	-251	-496	-142	-	-889
Currency translation adjustment	12	-	-	-	12
Disposals during the year	-	1	2	-	3
Impairment losses for the year	-	-2	-16	-	-18
Amortisation for the year	-47	-107	-30	-	-184
Amortisation and impairment losses at 30 September	-286	-604	-186	-	-1,076
Carrying amount at 30 September	643	888	71	444	2,046

Annual report 2023/24 131

Consolidated financial statements

SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

3.2 Other intangible assets (continued)

Sensitivity analysis

The sensitivity analysis assesses the impact of changes in key assumptions of the impairment test results. The ‘relief from royalty’ method estimates the discounted value of an intangible asset determined on the expected royalty payments to an independent third party to be saved by owning the respective asset instead of licensing it. When applying the ‘relief from royalty’ method in the impairment test for the GI technologies, the fair value is measured over the useful lifetime of the individual assets and applying the main key assumptions as revenue, royalty rate and pre-tax discount rate. Useful lifetime for GI technologies is 15 years from FDA approval of the first product generation, also corresponding to the budgeted period used in the impairment test. The sensitivity shown for revenue is the amount of decrease in headroom, when reducing the expected revenue in all budgeted years by 5 percentage points, everything else kept equal. The sensitivity shown for royalty rate is the amount of decrease in headroom, when reducing the applied royalty rate by 5 percentage points, everything else kept equal. The sensitivity shown for pre-tax discount rate is the amount of decrease in headroom, when increasing the applied pre-tax discount rate by 1 percentage points, everything else kept equal.

Key assumptions

	Description
Revenue	• Revenue in the budgeted period is based on a combination of expected quantities sold and the average selling price together with a 15 years of survival curve for each technology, commencing upon first FDA approval
Royalty rate	• Based on an expected royalty rate paid to an independent third party to license the individual technology
Discounted rates	• Based on 20-year government bonds (pre-tax) • Equity risk premium: 8.1% (8.8%) • Premium added to adjust for variability and associated risks of the in-market and pipeline products

Result of impairment test other intangible assets

In 2023/24, a strategic review across our GI endoscopy business was conducted. This resulted in revised assumptions, based on the longer time required to penetrate the market, resulting in a re-evaluation of our short-term potential for GI. Despite this revision, we remain dedicated to solving unmet customer needs within GI, unlocking potential on the mid to long term, by applying a focused approach in the years to come.# Consolidated financial statements

SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

3.2 Other intangible assets (continued)

The technologies 'Colonoscopy' and 'Duodenoscopy' have been written down to their respective recoverable amount as a result of the strategic review performed across the GI endoscopy business, resulting in revised assumptions, based on the longer time required to penetrate this market. The recoverable amount is determined as the highest of fair value and value in use in accordance with Ambu’s accounting policies. The recoverable amount has been calculated on basis of the estimated fair value by use of the ‘relief from royalty’ method, except for the internal development project ‘Cholangio’, where project plans have been put on hold as a consequence of the strategic review. The total DKK 327m impairment loss on intangible assets has been charged to special items, as described in note 2.6. Hereafter, the total carrying amount, as of 30 September 2024, for the GI technologies amounts to DKK 596m. In 2022/23, an impairment loss of DKK 2m on in-progress development projects was recognised, due to ceased development plans, and an impairment loss of DKK 16m on intangible rights related to production was recognised, due to rights not expected to be used.

(DKKm)	Cholangio	Colon	Duodeno	Gastro
2023/24
Carrying amount, tested technology	26	254	416	227
Impairment loss (-) / headroom (+)	-26	-162	-139	67
Carrying amount at 30 September	-	92	277	227
Budget period Revenue (CAGR)	19%	61%	27%
Royalty rate	20%	25%	20%
Pre-tax discount rate	14.1%	11.5%	11.5%
Sensitivity analysis – impacted headroom¹
Revenue	-5	-14	-16
Royalty rate	-26	-56	-80
Pre-tax discount rate	-7	-15	-16
2022/23
Carrying amount, tested technology	26	276	425	232
Impairment loss (-) / headroom (+)	135	116	330
Carrying amount, 30 September	26	276	425	232
Budget period Revenue (CAGR)	47%	62%	27%
Royalty rate	20%	25%	20%
Pre-tax discount rate	15.4%	12.8%	12.8%
Sensitivity analysis – impacted headroom¹
Revenue	-22	-29	-30
Royalty rate	-111	-116	-150
Pre-tax discount rate	-27	-31	-33

¹ Sensitivity for revenue and royalty rate is based on a 5 percentage points decrease, and pre-tax discount rate is based on a 1 percentage point increase.

§ Accounting policies
Impairment testing other intangible assets
At each reporting date, the Management performs an assessment of whether internal or external indications of impairment of the identified intangible assets exist. If there is any indication of impairment, an impairment test is carried out. If an indication of impairment exists, the recoverable amount of the asset is determined, i.e. the higher of the fair value of the asset less anticipated costs of disposal and its value-in-use. Development projects in progress, either acquired or internally generated, are tested for impairment minimum on an annual basis and if any indication of impairment. For completed development projects, it is continuously assessed whether there is any indication of impairment. Impairment tests is either carried out by calculating the value in use, by use of discounted cashflow model, or by calculating the fair value, depending on the type of intangible asset. If the initial impairment test shows a calculated amount lower than the carrying value of the asset, both fair value and value in use is calculated, and an impairment loss is recognised at the higher amount of either fair value or value in use, if both calculated values are below the carrying amount of the asset. The impairment assessment, and possible following impairment test, is carried out per individual asset.

! Material accounting estimates
Impairment test of other intangible assets
The Management assesses the risk of impairment of the Ambu Group’s intangible assets. This requires judgment in relation to the underlying assumptions of the future expected cashflow, of the individual assets, to be applied in the Group’s impairment model. An impairment test is performed at least once a year for development projects in progress. The impairment test is for each development project in progress determined on the basis of certain key assumptions, i.e. pay-back time, net present value and actual development costs realised, compared to the business case. For acquired and completed development projects related to the GI technologies, the impairment test is conducted by use of the ‘relief from royalty’ method as the valuation model for determining the fair value. This is consistent with the valuation method applied when the technologies were acquired. The fair value hierarchy, by use of the ‘relief from royalty’ method, is level 3, as unobservable inputs are used to measure the fair value to the extent that relevant observable inputs are not available, which includes any information about market participant assumptions that is reasonably available. The recoverable amount of each identified intangible asset, related to the GI technologies, is determined on the basis of certain key assumptions, i.e., expected revenue, royalty rate and discount rate, etc. The cash flow projections for the individual assets, applied in the short-, mid- and long-term perspective, reflect Management’s best estimate, including Group-strategic initiatives, local initiatives, past experience and external sources of information, where possible and relevant for the individual assets.

3.3 Property, plant and equipment

(DKKm)	Land and buildings	Plant and machinery	Other fixtures and equipment	Assets in progress	Total
2023/24
Cost at 1 October	287	537	285	79	1,188
Currency translation adjustment	5	5	-13	-1	-4
Additions during the year	-	2	-	86	88
Disposals during the year	-2	-29	-20	-	-51
Transferred during the year	1	68	13	-82	-
Cost at 30 September	291	583	265	82	1,221
Depreciation and impairment losses at 1 October	-112	-360	-132	-	-604
Currency translation adjustment	-	-2	5	-	3
Disposals during the year	2	23	18	-	43
Impairment losses for the year	-	-5	-1	-	-6
Depreciation for the year	-4	-43	-28	-	-75
Depreciation and impairment losses at 30 September	-114	-387	-138	-	-639
Carrying amount at 30 September	177	196	127	82	582
2022/23
Cost at 1 October	301	538	222	156	1,217
Currency translation adjustment	-23	-46	-11	-3	-83
Additions during the year	-	4	7	60	71
Disposals during the year	-	-8	-9	-	-17
Transferred during the year	9	49	76	-134	-
Cost at 30 September	287	537	285	79	1,188
Depreciation and impairment losses at 1 October	-108	-360	-117	-	-585
Currency translation adjustment	7	30	6	-	43
Disposals during the year	-	7	8	-	15
Depreciation for the year	-11	-37	-29	-	-77
Depreciation and impairment losses at 30 September	-112	-360	-132	-	-604
Carrying amount at 30 September	175	177	153	79	584

§ Accounting policies
Land and buildings, plant and machinery, as well as other plant, fixtures and fittings, tools and equipment are measured at cost, less accumulated depreciation and impairment losses. Cost comprises the acquisition price and any costs directly attributable to the acquisition until the date when the asset is ready for use. The cost of a total asset is divided into separate elements which are depreciated individually when the useful lives of the individual elements differ. The basis of depreciation is calculated in consideration of the residual value of the asset and is reduced by impairment losses, if any. The residual value is fixed at the date of acquisition and is subject to annual review. When the residual value exceeds the carrying amount of the asset, depreciation will no longer take place. In connection with changes in the depreciation period or the residual value, the effect of depreciation is recognised in the future as a change in the accounting estimate. The carrying amount of property, plant and equipment is assessed on an annual basis to establish whether there is any indication of impairment. When such indication exists, an impairment test is performed. An impairment loss is recognised when the carrying amount of an asset exceeds the recoverable amount of the asset. Property, plant and equipment are depreciated according to the straight-line method over the expected useful lives of the assets/ components as follows: Buildings 10-40 years Building installations 10 years Plant and machinery 2-10 years Other fixtures and equipment 3-5 years Land is not depreciated. Depreciation is recognised in the income statement under production costs, selling and distribution costs, development costs or management and administrative expenses, as appropriate. See note 2.4.

3.4 Leases

§ Accounting policies
Lease assets are ‘right-of-use assets’, which refer to a contract or part of a contract that conveys the lessee’s right to use an asset for a period of time. At the commencement date, the Group recognises a lease liability and a corresponding right-of-use asset at the same amount. A right-of-use asset is initially measured at cost, which equals the initial lease liability and initial direct costs, less any lease incentives received. The Group has applied the practical expedient option allowed under IFRS, by using a portfolio approach for the recognition of lease contracts related to assets of the same nature and with similar lease terms.## Consolidated financial statements

SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

3.4 Leases

(DKKm)	30.09.24	30.09.23
Land and buildings	516	538
Other plant, fixtures and fittings, tools and equipment	29	33
Carrying amount of lease assets	545	571
Additions on lease assets during the year	92	48

(DKKm)	30.09.24	30.09.23
Lease liabilities
Less than 1 year	74	79
Between 1 and 5 years	285	227
More than 5 years	308	419
Undiscounted lease liabilities	667	725

The right-of-use asset is depreciated over the earlier of the lease term or the useful life of the asset. The impairment testing of right-of-use assets follows the same principles as those applied for property, plant and equipment, cf. note 3.3. The cost price is adjusted for remeasurement of the lease liability. The Group has chosen not to recognise right-of-use assets and liabilities for leases with a term of 12 months or less and leases of low-value assets. Lease payments related to such leases are recognised in the income statement as an expense on a straight-line basis over the lease term.

(DKKm)	2023/24	2022/23
Amounts recognised in the income statement
Expenses related to low value and short-term leases	2	2
Interest on lease liabilities	20	17
Depreciation of lease assets per asset class
Land and buildings	50	46
Other plant, fixtures and fittings, tools and equipment	15	19
Depreciation of lease assets	65	65

(DKKm)	2023/24	2022/23
Amounts recognised in the cash flow statement
Total cash outflow for leases	87	82

Annual report 2023/24 | 135
Consolidated financial statements | SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

3.5 Inventories

(DKKm)	30.09.24	30.09.23
Raw materials and consumables	435	430
Finished goods	643	477
	1,078	907
The above includes write-downs amounting to	-38	-54
Direct production costs	1,689	1,541
Unallocated indirect production costs, incl. inbound freight	496	489
Freight costs on transportation between Ambu's warehouses	96	134
Cost of sales for the year	2,281	2,164
Cost of sales for the year is incurred under the following functions:
Production costs	2,185	2,030
Selling and distribution costs	96	134
Cost of sales for the year	2,281	2,164

3.6 Trade receivables

Trade receivables fall due as follows:

(DKKm)	Not due	Due 1-90 days	Due 91-180 days	Due > 180 days	Total
2023/24
Trade receivables, amortised cost	581	154	15	15	765
Write-down for expected credit loss	-2	-4	-5	-9	-20
Trade receivables	579	150	10	6	745
Provision for bad debt at 1 October	-27
Bad debt realised during the year	3
Bad debt provision for the year	-6
Bad debt provision reversed for the year	10
Provision for bad debt at 30 September	-20
2022/23
Trade receivables, amortised cost	580	163	23	27	793
Write-down for expected credit loss	-	-4	-10	-13	-27
Trade receivables	580	159	13	14	766
Provision for bad debt at 1 October	-25
Bad debt realised during the year	1
Bad debt provision for the year	-3
Provision for bad debt at 30 September	-27

§ Accounting policies
Inventories are measured at the lower of cost, calculated according to the FIFO principle and net realisable value. The net realisable value is calculated as the selling price, less costs of completion and costs necessary to make the sale. The cost of goods for resale, as well as raw materials and consumables, comprises the acquisition price plus delivery costs. The cost of manufactured goods comprises the cost of raw materials, consumables, direct labour costs and production overheads, in the form of logistics and planning costs, production management, as well as expenses for production facilities and equipment, etc.

Annual report 2023/24 | 136
Consolidated financial statements | SECTION 3: INVESTED CAPITAL AND NET WORKING CAPITAL

3.6 Trade receivables (continued)

Credit risks
Ambu monitors trade receivables on a daily basis by means of due date reports, changes in payment pattern trends and ordinary follow-up routines to identify any indications that the initial expectations pertaining to credit losses on the individual receivables should be adjusted. This risk assessment is targeted private customers. Public-sector customers are an important part of the company’s receivables, and it is believed that no debtor risks are associated with public-sector customers. In addition to a specific assessment for expected credit losses on private customers, the Management estimates general macro risks on the portfolio of trade receivables. The Group does not use factoring in connection with the collection of debts.

§ Accounting policies
Trade receivables are measured at amortised cost, less write-down for lifetime expected credit losses. To measure the expected credit losses, trade receivables are grouped according to shared credit risk characteristics and days overdue. Furthermore, an allowance for lifetime credit losses for trade receivables is recognised on initial recognition.

3.7 Change in working capital

(DKKm)	2023/24	2022/23
Change in inventories	-170	237
Change in receivables	-40	-47
Change in payables	99	-211
Change in working capital	-111	-21

Annual report 2023/24 | 137
Consolidated financial statements | SECTION 4: FINANCIAL RISK MANAGEMENT, CAPITAL STRUCTURE AND NET FINANCIALS

4.1 Financial risk management

Supply chain financing (SCF)
To improve the relationship with our suppliers and minimise the financing cost in the value chain, Ambu facilitates a SCF programme. When participating in this programme, the supplier has the option to receive early payment from the bank, based on the invoices approved by Ambu, through a factoring arrangement between the supplier and the bank, where the outstanding invoices are transferred to the bank without re-course. Ambu is exposed to fluctuations in foreign exchange and interest rates. Furthermore, Ambu is exposed to liquidity and financing risks. These risks are managed and monitored centrally in the Parent Company in accordance with the Finance Policy, approved by the Board of Directors. Ambu does not undertake any active speculation in financial risks.

Market risk
As described above, the Group is exposed to changes in foreign exchange and interest rate risks. Additionally, the Group is exposed to changing raw materials prices and freight rates. Ambu's Global Procurement and Global Supply Chain functions, respectively, monitor these risk and work to mitigate them to an acceptable level. The Management assesses these risks to be manageable, as they represent a small value of the total cost, despite substantial volatility in recent years. Ambu's liability in relation to the SCF programme is the outstanding invoices, which are recognised and presented as trade payable until paid upon maturity. The trade payables covered by the SCF programme arise in the ordinary course of business, from supply of goods and services, and the payment terms of the suppliers that are participating in the SCF programme are not significantly extended, compared to trade payables not part of the SCF programme. At the end of 2023/24, trade payables covered by the programme amounted to DKK 48m (DKK 44m).

Currency risk
The effect of fluctuations in foreign exchange rates on the Group’s financial targets and financial position is monitored on an on-going basis. Prior years' analyses and on-going quantification of short term exposure, using reckon statistical models, have indicated an acceptable level of currency risk to Ambu's cash flow and financial targets. On this background, the Company continues to rely on natural hedging, given the current mix of transaction in different foreign exchange rates. See note 2.5 for further information about foreign currency exposure, as well as the 'Outlook for 2024/25' section in the Management's review section.

Credit facility
To cover the Group’s liquidity needs, Ambu has committed credit facilities for a total of DKK 1,800m. The facilities carry floating interest rates in the range of 0.58-2.98%, depending on the Group’s gearing and ESG performance. To mitigate the interest rate risk, DKK 250m was hedged in May 2022, through an interest rate swap, until 2 May 2025, at a fixed interest rate of 1.24%. The credit facilities expires on 28 June 2026 and are subject to standard financial covenants. The cash resources, that consist of cash at bank including short-term cash deposits, committed and uncommitted unutilised credit facilities in banks, is of DKK 2.5bn (DKK 2.1bn). Considering committed facilities and cash at bank only, the cash resource was DKK 2.4bn (DKK 2.0bn). Cash-pool solutions are applied to some extent, and intercompany loans have been granted by Ambu A/S to a few subsidiaries. The liquidity risk is mitigated by a consistent focus on budgeted and realised cash flow.

Interest rate risk
Ambu's policy is to hedge interest rate risk to mitigate fluctuating interest payments. Hedging is done through interest rate derivatives, swapping floating-rate loans into fixed-rate loans. The Group’s credit facilities carry floating interest rate. The development in interest rates is linked to IBOR/SOFR reference rate. In May 2022, the Company entered into a DKK 250m interest rate swap, involving receipt of CIBOR 3 months and payment of a fixed interest rate of 1.24%. The derivative is not considered an accounting hedge in accordance with IFRS 9.

Credit risk
Ambu is mainly exposed to credit risks in respect of trade receivables. The maximum credit risk corresponds to the carrying amount. For many years, Ambu has not realised any significant losses on receivables. Reference is made to note 3.6.

Liquidity and financing risk
Financing and sufficient liquidity are fundamental to Ambu’s continued operation and growth. Liquidity is managed centrally from the Parent Company. The objective of the cash management is to ensure that adequate and flexible cash resources are being maintained, thus enabling Ambu to honour its current obligations, such as, repaying loans and settling other liabilities.# Annual report 2023/24 138

Consolidated financial statements

SECTION 4: FINANCIAL RISK MANAGEMENT, CAPITAL STRUCTURE AND NET FINANCIALS

4.1 Financial risk management (continued)

4.2 Financial instruments

Counterparty risk

Counterparty risk for cash and financial instruments is mitigated by Ambu setting cash limits for each institution, based on their respective credit rating.

Contractual cash flows	Carrying (DKKm)	0-1 year	1-5 years	> 5 years	Total amount
2023/24
Trade receivables	745	-	-	-	745
Other receivables	21	23	-	-	44
Cash and cash equivalents	615	-	-	-	615
Financial assets measured at amortised cost	1,381	23	-	-	1,404
Derivative financial instruments (level 2)¹	3	-	-	-	3
Financial assets stated at fair value in the income statement	3	-	-	-	3
Trade payables	490	-	-	-	490
Other payables	428	8	3	-	439
Financial liabilities measured at amortised cost	918	8	3	-	929

¹ Level 1: The fair value of financial instruments traded on active markets is based on the listed market prices at the balance sheet date. The listed price is used for the Group’s financial assets as the current purchase price.
Level 2: The fair value of financial instruments, which are not traded in an active market (e.g., over-the-counter derivatives), is determined using ordinary valuation methods.
Level 3: If no observable market data are available, the instrument is included in the last category.

Capital management

The primary objective of the Group’s capital management is to ensure the funding of growth of the Group, while maximising the return to the shareholders through the optimisation of the debt and equity balance. For the purpose of the Group’s capital management, capital includes share capital and all other equity reserves attributable to the equity holders of the parent. The Group manages its capital structure and makes adjustments in light of changes in economic con- ditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders or issue new shares.

Annual report 2023/24 139

Consolidated financial statements

SECTION 4: FINANCIAL RISK MANAGEMENT, CAPITAL STRUCTURE AND NET FINANCIALS

4.2 Financial instruments (continued)

Contractual cash flows	Carrying (DKKm)	0-1 year	1-5 years	> 5 years	Total amount
2022/23
Trade receivables	766	-	-	-	766
Other receivables	25	18	1	-	44
Cash and cash equivalents	157	-	-	-	157
Financial assets measured at amortised cost	948	18	1	-	967
Derivative financial instruments (level 2)¹	7	4	-	-	11
Financial assets stated at fair value in the income statement	7	4	-	-	11
Trade payables	357	2	-	-	359
Other payables	485	3	4	-	492
Financial liabilities measured at amortised cost	842	5	4	-	851

Financial instruments measured at fair value

At the end of the financial year, it is assessed whether an instrument has moved between the levels of the fair value hierarchy. There have been no movements between the various levels this year or the year before.

Methods and assumptions for the determination of fair value

Derivative financial instruments

Derivative financial instruments are recognised at fair value, based on a valuation report, prepared by an external party who valuates the instruments, based on discounted cash flows, and other inputs, based on observable market data.

§ Accounting policies

Debt to credit institutions, etc., is recognised at the date of borrowing at fair value, corresponding to the proceeds received, less transaction costs paid. In subsequent periods, the financial liabilities are mea- sured at amortised cost, using the ‘effective rate of interest method,’ so that the difference between the proceeds and the nominal value is recognised under financial expenses in the income statement for the duration of the loan term. Derivative financial instruments are recognised as from the transaction date and are measured at fair value in the balance sheet. The fair value of derivative financial instruments is calculated on the basis of current market data, as well as accepted valuation methods. Changes in the fair value of derivative financial instruments are recognised on an ongoing basis in the income statement. Other liabilities are measured at amortised cost.

Annual report 2023/24 140

Consolidated financial statements

SECTION 4: FINANCIAL RISK MANAGEMENT, CAPITAL STRUCTURE AND NET FINANCIALS

4.3 Net financials

4.4 Interest-bearing debt (DKKm)

	2023/24	2022/23
Interest income, banks	14	1
Interest income, others	1	-
Foreign exchange gains, net	1	-
Fair value adjustment, interest rate swap	-	1
Financial income	16	2

(DKKm)	30.09.24	30.09.23
Lease liabilities	483	512
Long-term interest-bearing debt	483	512
Lease liabilities	75	72
Short-term interest-bearing debt	75	72
Interest-bearing debt	558	584

§ Accounting policies

Financial income and expenses comprise interest, exchange gains and losses, transactions in foreign cur- rencies and amortisation of financial assets and liabilities, including leases. The table below shows the composition of the Group’s net interest-bearing debt.

(DKKm)	30.09.24	30.09.23
Interest-bearing debt	558	584
Cash and cash equivalents	-615	-157
Net interest-bearing debt	-57	427

(DKKm)	2023/24	2022/23
Interest expenses, banks	6	42
Interest expenses, leases	20	17
Interest expenses, others	1	2
Foreign exchange loss, net	-	23
Effect of shorter discount period, acquisition of technology	-	2
Financial expenses	27	86

Annual report 2023/24 141

Consolidated financial statements

SECTION 4: FINANCIAL RISK MANAGEMENT, CAPITAL STRUCTURE AND NET FINANCIALS

4.5 Share capital and treasury shares

Development in the number of shares:

	Class A shares ( '000)	Class B shares ( '000)	Total ( '000)
	2023/24	2022/23	2023/24
Number of shares issued 1 October	34,320	34,320	234,974
Capital increase, private placement	-	-	-
Number of shares issued 30 September	34,320	34,320	234,974

Share capital

Ambu’s share capital is DKK 135m (DKK 135m), divided into two classes of shares with a nominal share value of DKK 0.50. A Class A share carries 10 votes per share, while a Class B share carries one vote per share. There is no difference between the economic rights pertaining to the individual share classes. All shares are paid-up in full.

Capital increases

Last year, on 24 March 2023, Ambu concluded its accelerated bookbuild offering to increase the share capital by a nominal amount of DKK 5,788,979 through direct issue of 11,577,957 Class B shares and sale of 250,000 treasury Class B shares, by a nominal amount of DKK 125,000. The sale price was DKK 93 per share and DKK 91.10 per share net total transactions costs of DKK 23m. Total net proceeds raised was DKK 1,054m from increase of share capital, and net proceeds raised from sale of treasury shares was DKK 23m.

Development in treasury shares:

	No. ('000)	Nominal value (DKKm)	In % of share capital
	2023/24	2022/23	2023/24
1 October	2,993	3,642	1.6
Disposals, private placements	-	-250	-
Disposals, long-term incentive schemes	-	-47	-
Disposals, employee shares (matching shares)	-88	-37	-
Disposals, share options	-	-315	-
30 September	2,905	2,993	1.6

§ Accounting policies

Acquisition costs and consideration, as well as the dividend on treasury shares, are recognised directly in retained earnings under equity. Proceeds from the sale of treasury shares and the issue of shares in Ambu A/S, in connection with the exercise of share options and from the sale of employee shares or warrants, are taken directly to equity.

Annual report 2023/24 142

Consolidated financial statements

SECTION 4: FINANCIAL RISK MANAGEMENT, CAPITAL STRUCTURE AND NET FINANCIALS

4.6 Cash flows from financial liabilities classified as financing activities

Raising (DKKm)		Cash flow	Adjustments¹ of leases		30.09.24	30.09.23
Lease liabilities	584	-65	-56	95	558	584

Raising (DKKm)		Cash flow	Adjustments¹ of leases		30.09.23	30.09.22
Borrowings	1,250	-1,250	-	-	-	-
Lease liabilities	595	-63	4	48	584	595
	1,845	-1,313	4	48	584	595

¹ Non-cash transactions mainly related to foreign currency translation.

Annual report 2023/24 143

Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.1 Provisions

5.2 Share-based payment (DKKm)

	2023/24	2022/23
Provisions at 1 October	18	23
Additions during the year	7	15
Used during the year	-3	-
Value adjustment	-2	-17
Currency translation adjustment	-	-3
Provisions at 30 September	20	18

Provisions expected to fall due:	2023/24	2022/23
Non-current liabilities	14	9
Current liabilities	6	9
Provisions at 30 September	20	18

Share-based payment is governed by the Remuneration Policy, approved by the Board of Directors and adopted at the annual general meeting. The Board of Directors does not receive share-based payment.# Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.2 Share-based payment (continued)

Total share-based payment costs in the income statement (DKKm)

	2023/24	2022/23
Performance Share Units, amortised cost during the period, based on value at grant date	6	2
Fair value adjustment of settled-in-cash Performance Share Units, previous management	-	3
Executive Management	6	5
Performance Share Units, amortised cost during vesting-period, based on value at grant date	14	7
Employee shares, amortised cost during vesting-period, based on value at grant date	6	8
Total costs for share-based payment in the income statement	26	20

Provisions at the balance sheet date concern onerous contracts, deferred purchase price relating to acquired technology in previous years and other items. In 2022/23, value adjustments net amounted to DKK 17m. Hereof, the value of remeasured debt from technology acquisition was DKK 19m, which was reported as an income in special items.

Performance Share Units (PSU)

In 2023/24, Ambu established a share-based, long-term incentive plan for the Executive Management and key employees, selected on the basis of job level, by way of granting PSUs. The financial target weighted into the performance was organic revenue growth (50%) and EBIT margin before special items (50%), which was achieved by 91% of maximum potential. The fair value per PSU at grant date was DKK 99.10. The programme will vest in January 2027, after a three-year vesting period.

In 2022/23, a PSU programme was granted under the same conditions as in 2023/24. The fair value per PSU at grant date was DKK 91.12. The financial target was organic revenue growth (50%) and EBIT margin before special items (50%), which was achieved by 68% of maximum potential.

§ Accounting policies

Provisions are recognised when the Group, as a result of an event having occurred before or on the balance sheet date, has incurred a legal or actual liability, and it is probable that economic benefits will flow from the Group in order to settle the liability. If the effect of the time value of money is significant, provisions are discounted using a pre-tax discount rate. When applying a discount rate, the change in provisions, due to the timing, is recognised as a financial cost.

Annual report 2023/24
144
Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.2 Share-based payment (continued)

	Executive Management	Other and former employees	Total
	2023/24	2022/23	2023/24	2022/23	2023/24	2022/23
Outstanding PSUs at 1 October	84,648	8,548	254,885	189,884	339,533	198,432
Allocated during the year	89,624	76,100	236,439	238,917	326,063	315,017
Transferred during the year	-21,030	-	21,030	-	-	-
Exercised during the year	-	-	-168,070	-	-168,070	-
Cancelled during the year	-	-	-17,303	-5,846	-17,303	-5,846
Outstanding PSUs at 30 September	153,242	84,648	495,051	254,885	648,293	339,533

Legacy incentive equity-based remuneration to current and prior employees, incl. prior Executive Man- agement, includes stock options and warrants. According to the current Remuneration Policy, Ambu only grants PSUs.

	Share options	Warrants	Total
	2023/24	2022/23	2023/24	2022/23	2023/24	2022/23
Outstanding shares at 1 October	1,438,157	1,774,247	-	169,500	1,438,157	1,943,747
Exercised during the year	-	-314,760	-	-	-	-314,760
Cancelled during the year	-445,553	-21,330	-	-169,500	-445,553	-190,830
Outstanding shares at 30 September	992,604	1,438,157	-	-	992,604	1,438,157
Of which are vested	992,604	1,438,157	-	-	992,604	1,438,157

Outstanding PSUs have, on average, 1.8 years and 1.7 years until contract expiry for the Executive Man- agement and 'Other and former employees', respectively.

The average market price on the date of exer- cise was DKK 92 in 2022/23, and the exercise price in accordance with the policy was DKK 0. The average market price on the date of exercise of share options was DKK 106.32 in 2022/23. Outstanding share options have on average 0.7 years until contract expiry at an exercise price of DKK 134.10 per option.

Employee shares

Ambu is offering all its employees the opportunity to acquire a number of shares, based on a fixed percentage of their annual base salary. The number of shares, with which an employee participates, is matched free of charge after two years (Restricted Stock Units). The Executive Management participates with 1,200 (646) shares in the current employee share programmes currently under vesting. The total market value at the time of allocation in 2024 was DKK 6m (DKK 7m) at a fair value per share of DKK 129.96 (DKK 108.69) at grant date.

§ Accounting policy

The fair value of Ambu’s share-based payment is expensed on an accrual basis. Fair value of equity-based schemes at the time of allocation is calculated according to recognised valuation models or methods. This value is expensed over the service period for each of the respective schemes and taken to equity. On recognition of the fair value during the service period, account is taken of the number of employees who are expected to obtain a final right to the scheme, including the conditions to which the allocation is subject. This estimate is reassessed at the end of each reporting period, so that only the number of rights expected to be vested are recognised. Adjustments relating to previous periods are recognised in the period in which the adjustment is made. The fair value per unit does not change. PSUs that are settled in cash are taken to liabilities, instead of equity, and the fair value adjustment of the respective scheme end of the period is expensed to the income statement. This includes any changes to the quoted price of the Ambu B-share on Nasdaq Copenhagen.

	2023/24	2022/23
Outstanding shares at 1 October	179,159	162,053
Allocated during the year	40,949	67,364
Released during the year	-88,178	-37,488
Cancelled during the year	-20,728	-12,770
Outstanding shares at 30 September	111,202	179,159

Annual report 2023/24
145
Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.3 Fee to auditors appointed by the annual general meeting

	(DKKm)
	2023/24	2022/23
Audit fee	6	6
Other assurance engagements	1	1
Tax consultancy services	-	-
Other services	1	-
Total fees	8	7

Fee for non-audit services provided to the Group by EY Statsautoriseret Revisionspartnerselskab, Denmark, amounted to DKK 2m (DKK 1m), relating mainly to IT assessment and other assurance assessments and reports.

5.4 Group companies

This note shows the legal entities which are consolidated in the consolidated financial statements.

Company	Reg. office	Cur- rency	Owner- ship	interest	Sales1	Produc- tion2	R&D	Other
Parent Company:
Ambu A/S	Denmark	DKK	100%	x	x	x	x	x
Subsidiaries:
Ambu Australia Pty. Ltd.	Australia	AUD	100%	x
Ambu Healthcare Solutions Canada Inc.	Canada	CAD	100%	x
Ambu Ltd.	China	CNY	100%	x	x
Ambu (Xiamen) Trading Co., Ltd.	China	CNY	100%	x
Ambu Nordic A/S	Denmark	DKK	100%	x
Ambu Operations A/S	Denmark	USD	100%	x
Ambu Rusland Holding ApS	Denmark	DKK	100%	x
Ambu Sarl	France	EUR	100%	x
Ambu GmbH	Germany	EUR	100%	x		x
Ambu Innovation GmbH	Germany	EUR	100%	x		x
Ambu India Private Limited	India	INR	100%	x
Ambu s.r.l.	Italy	EUR	100%	x
Ambu KK	Japan	JPY	100%	x
Ambu Sdn. Bhd.	Malaysia	MYR	100%	x	x	x
Ambu Sales & Services Sdn. Bhd.	Malaysia	MYR	100%	x
Ambu Innovation Sdn. Bhd.	Malaysia	MYR	100%	x		x
Ambu Mexico Operations S. A. DE C.V.	Mexico	MXN	100%	x
Ambu Mexico S. DE R.L. DE C.C.	Mexico	MXN	100%	x
Ambu B.V.	Netherlands	EUR	100%	x
Ambu New Zealand Pty. Ltd.	New Zealand	NZD	100%	x
Ambu LLC3	Russia	RUB	100%	x
Firma Ambu, S.L.	Spain	EUR	100%	x
Ambu AG	Switzerland	CHF	100%	x
Ambu Ltd.	UK	GBP	100%	x
Ambu Inc.	USA	USD	100%	x
King Systems Holding Inc.	USA	USD	100%	x				x
King Systems Corp.	USA	USD	100%	x				x

1 Sales include promotional activities.
2 Production includes the purchase of goods for resale and the coordination thereof.
3 Ambu is in the process of formally liquidating our Russian subsidiary. We have not sold or marketed any products in Russia during the financial year 2023/24, nor do we have any plans to do so in the future.

Annual report 2023/24
146
Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.5 Contingent liabilities and other contractual liabilities

Contingent liabilities

Ambu is involved in pending litigations, claims and investigations arising out of the normal conduct of its business. Ambu’s ongoing operations and the use of Ambu’s products in hospitals and clinics, etc., involve the general risk of claims for damages and sanctions against Ambu. The risk is deemed to be customary for the industry. Provisions for probable losses have been made for those matters that Management has assessed as needed, but there are uncertainties associated with these estimates. Ambu does not expect any pending litigations, claims and investigations to have a material effect on the Group’s financial position.

Other contractual liabilities

A change-of-control clause exists in respect to committed borrowing facilities, which constitute the main part of Ambu’s loan financing. Change-of-control remuneration to members of the Executive Management is subject to a maximum value corresponding to two years’ remuneration.

5.8 Adoption of the annual report and distribution of profit

At the board meeting on 5 November 2024, the Board of Directors approved the annual report presented. Subsequently, the annual report will be presented to the shareholders of Ambu A/S for adoption at the annual general meeting on 4 December 2024, including the proposed distribution of profits for the year.

	(DKKm)
	2023/24	2022/23
Proposed dividend for the year	102	-
Transferred to distributable reserves	133	168
Total	235	168
Dividend per share in DKK	0.38	0.00
Pay-out ratio, in % of net profit	43%	0%

§ Accounting policies

Proposed dividend is recognised as a liability at the time of adoption by the general meeting.# Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

Expected dividend payable for the year is shown as a separate reserve under equity.

5.6 Related parties

The Group’s related parties include the company’s Board of Directors and Executive Management and members of their families. Related parties furthermore include enterprises in which the aforementioned persons have a significant interest. During the year, no transactions, except for payment of the Management’s remuneration (notes 2.3 and 5.2) and ordinary dividend payments, took place with the Board of Directors, Executive Management, major shareholders or other related parties.

5.7 Subsequent events

No material events have occurred in the period between the end of the financial year and the Board of Directors’ approval of the annual report.

Annual report 2023/24
147

Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.9 Non-IFRS financial measures

Balance sheet and cash flow

APMs (DKKm)	2023/24	2022/23
Total current assets (IFRS)	2,637	2,008
Income tax receivable	-40	-50
Derivative financial instruments	-3	-11
Cash and cash equivalents	-615	-157
Total current assets adjusted	1,979	1,790
Total current liabilities (IFRS)	-1,059	-942
Provisions	6	9
Lease liabilities	75	72
Income tax	49	10
Net working capital	1,050	939

(DKKm)	2023/24	2022/23
Cash and cash equivalents	-615	-157
Lease liabilities	558	584
Net interest-bearing debt	-57	427

(DKKm)	2023/24	2022/23
Cash flow from operating activities (IFRS)	813	518
Cash flow from investing activities (IFRS)	-289	-326
Free cash flow	524	192

The Group uses several financial metrics, which are not defined in IFRS accounting standards. These Alternative Performance Measures (APM's) are used in the daily management of the Group and in the communication with external stakeholders. The non-IFRS financial measures are defined by management and therefore may not be comparable with other companies' measures. The most relevant APM's are: 'Organic growth', 'Special items', 'EBITDA before special items', 'Net work- ing capital', 'Net-interest bearing debt' and 'Free cash flow before acquisitions of enterprises and technol- ogy'. Below is a reconciliation of the different APMs used in the annual report. Key figure and ratio definitions are found in note 5.10.

Income statement

APMs (DKKm)	2023/24	2022/23
Operating profit (EBIT)	311	294
Depreciations, amortisations and impairment losses on non-current assets, cf. note 2.4	696	348
EBITDA	1,007	642
Special items cf. note 2.6	334	8
of which depreciations, amortisations and impairment, cf. note 2.4	-332	-18
EBITDA before special items	1,009	632
Depreciations, amortisations and impairment losses, not classified as special items, cf. note 2.4	-364	-330
EBIT before special items	645	302

Annual report 2023/24
148

Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.10 Key figure and ratio definitions

The key figure and ratios used in the annual report is defined as shown below. 'APM' (Alternative Performance Measure) / 'IFRS' indicates whether the metric is defined by IFRS or not. Reference is made to note 5.9 for a reconciliation of APM's to IFRS.

APM	IFRS
Income statement
Gross margin, %	X
Operating Expenditures (OPEX)	X
EBITDA before special items	X
Operating profit (EBIT) before special items	X
Operating profit (EBIT)	X
Special items (s.i.)	X
Balance sheet
Net working capital	X
Interest-bearing debt	X
Net interest-bearing debt (NIBD)	X
Invested capital	X

APM	IFRS
Cash flows
Cash flow from operating activities	X
Cash flow from investing activities before acquisitions of enterprises and technology	X
Free cash flow before acquisitions of enterprises and technology	X
Acquisitions of enterprises and technology	X

Description
Gross profit in % of revenue.
Selling and distribution costs, development costs, management and administrative expenses, as well as other operating income and expenses.
Operating profit before special items, depreciation, amortisation and impairment losses.
Profit for the year before special items, net financials and tax
Profit for the year before net financials and tax
Special items comprise costs that cannot be attri- buted directly to the Group's ordinary activities and are non-recurring of nature.

Inventories, trade receivables, other receivables and prepayments, less trade payables and other payables.
Debt on which interest is paid, including bank debt, debt to credit institutions, lease debt and corporate bonds, but not trade payables.
Interest-bearing debt, less cash and cash equiva- lents.
Equity and net interest bearing debt.

Cash flow from operating activities, as defined in IAS 7.
Cash flow from investing activities, as defined in IAS 7, excluding cash flow for the acquisition of technol- ogies and enterprises.
The sum of cash flow from operating activities and cash flow from investing activities before acquisi- tions of enterprises and technology.
Cash flow from the acquisition of enterprises and technologies, including payment to the seller and payment of earn- outs less cash in acquired enter- prise.

Annual report 2023/24
149

Consolidated financial statements

SECTION 5: PROVISIONS, OTHER LIABILITIES, ETC.

5.10 Key figure and ratio definitions (continued)

APM	IFRS	Key figures and ratios
Organic growth	X	Development in revenue, adjusted for fluctuations in foreign exchange rates and the effect of acquisi- tions, in the past 12 months in % of revenue in the period of comparison.
OPEX ratio	X	Capacity costs in % of revenue.
Tax rate	X	Tax for the year relative to the profit before tax.
EBITDA margin before special items	X	EBITDA before special items in % of revenue.
EBIT margin	X	EBIT in % of revenue.
EBIT margin before special items	X	EBIT before special items in % of revenue.
Return on equity	X	Net profit/loss for the year for a rolling 12-month period in relation to average equity.
NIBD/EBITDA before special items	X	Net interest-bearing debt/EBITDA before special items.
Equity ratio	X	Equity’s share of total assets at end of year.
CFFI, % of revenue	X	Cash flow from investing activities, including assets disposed of, in % of revenue.
Net working capital, % of revenue	X	Inventories, trade receivables, other receivables and prepayments, less trade payables and other paya- bles in % of revenue.
Return on invested capital (ROIC)	X	EBIT b.s.i. for a rolling 12-month period, less the Group’s expected long-term tax rate, relative to the average equity, plus the average net interest-bearing debt.
		Share-related ratios
Earnings per share (EPS)	X	Earnings per share for the year, calculated in accord- ance with IAS 33.
Diluted earnings per share (EPS-D)	X	Diluted earnings per share, calculated in accordance with IAS 33.
Cash flow per share	X	Cash flow from operating activities, relative to num-ber of shares at end of year.
Equity value per share	X	Total equity relative to number of shares at end of year.
Dividend per share	X	Dividend relative to number of shares at end of year.
Pay-out ratio	X	Dividend as a percentage of net profit/loss for the year.
P/E ratio	X	Market price relative to earnings per share (EPS).

Annual report 2023/24
150

Statements

151

Management statement

152

Independent auditor's report

155

Independent auditor's assurance report on the selected sustainability data

Annual report 2023/24
151

Statements

MANAGEMENT STATEMENT

The Board of Directors and the Executive Management have today considered and approved the annual report of Ambu A/S for the financial year from 1 October 2023 to 30 September 2024.

Executive Management
Britt Meelby Jensen
Chief Executive Officer

Henrik Skak Bender
Chief Financial Officer

The annual report has been prepared in accordance with the IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act. In our opinion, the consoli- dated financial statements and the parent financial statements give a true and fair view of the Group’s and the company’s assets, equity and liabilities and financial position at 30 September 2024, and of the results of the Group’s and the company’s operations and cash flows for the financial year from 1 October 2023 to 30 September 2024.

In our opinion, the Management’s review gives a fair account of the development and performance of the Group and the ompany, the results for the year and the Group’s and the company’s financial position, together with a description of the principal risks and uncertainties faced by the Group and the company. The Consolidated ESG data have been prepared in accordance with the stated accounting policies. In our opinion, it gives a fair view of the Group’s environmental, social, and governance performance. In our opin- ion, the annual report of Ambu A/S, for the financial year 1 October 2023 to 30 September 2024 identified as AMBU-2024-09-30-en.zip, has been prepared, in all material respects, in compliance with the ESEF Regulation.

Board of Directors
Jørgen Jensen
Chair

Shacey Petrovic
Vice Chair

Susanne Larsson
Christian Sagild
Michael Del Prado
Simon Hesse Hoffmann
Charlotte Elgaard Bjørnhof
Employee-elected

Thomas Bachgaard Jensen
Employee-elected

Jesper Mads Bartroff Frederiksen
Employee-elected

The annual report is submitted for adoption by the annual general meeting.
Copenhagen, 5 November 2024

Annual report 2023/24
152

Statements

INDEPENDENT AUDITOR'S REPORT

To the shareholders of Ambu A/S

statements") section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. to our assessment of the risks of material misstatement of the finan- cial 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 financial statements.# Report on the audit of the Consolidated Financial Statements and Parent Company Financial Statements

Opinion

We have audited the consolidated financial statements and the parent company financial statements of Ambu A/S for the financial year 1 October 2023 – 30 September 2024, page p. 109→-p. 171→ which comprise income statement, statement of comprehensive income, balance sheet, statement of changes in equity, cash flow statement and notes, including material accounting policy information, for the Group and the Parent Company. The consolidated financial state- ments and the parent company financial statements are prepared in accordance with IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Financial Statements Act.

In our opinion, the consolidated financial statements and the parent company financial statements give a true and fair view of the finan- cial position of the Group and the Parent Company at 30 September 2024 and of the results of the Group's and the Parent Company's operations and cash flows for the financial year 1 October 2023– 30 September 2024 in accordance with IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Finan- cial Statements Act.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs) and additional requirements applicable in Den- mark. Our responsibilities under those standards and requirements are further described in the "Auditor's responsibilities for the audit of the consolidated financial statements and the parent company financial statements" (hereinafter collectively referred to as "the financial statements" section). We are independent of the Group in accordance with the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. To the best of our knowledge, we have not provided any prohibited non-audit services as described in article 5(1) of Regulation (EU) no. 537/2014.

We have fulfilled our responsibilities described in the "Auditor's responsibilities for the audit of the financial statements" section, including in relation to the key audit matters below. Accordingly, our audit included the design and performance of procedures to respond to our assessment of the risks of material misstatement of the financial statements, whether due to fraud or error, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judge- ment, were of most significance in our audit of the financial state- ments for the financial year 2022/23. These matters were addressed during our audit of the financial statements as a whole and in forming our opinion thereon. 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. Reference is made to note 2.2 in the consolidated financial state- ments. Our opinion is consistent with our long-form audit report to the Audit Committee and the Board of Directors.

Recognition of revenue in the USA due to price adjustment structure

In the US market, a significant portion of Ambu’s sales flow through dealers (third-party warehouses) who sell the products to public and private hospitals and clinics (the end-customers). Ambu’s sales price to the dealer depends on the pricing arrangement Ambu has agreed with the end-customer. As Ambu’s sales to end-customers deviate in amounts and timing from the amounts invoiced to the dealer, Ambu subsequently adjusts the price stated in the preliminary invoice. Price adjustments are rec- ognized on an ongoing basis, and price adjustments which have not been settled at the balance sheet date are recognized as a reduction in trade receivables in the balance sheet.

We focus on this area, as the assessment of non-settled price adjust- ments to dealers is complex and includes management estimates and judgements.

How our audit addressed the key audit matter

We have identified, tested and assessed key internal controls and related systems which are used to process and calculate price adjust- ments for dealers.

We assessed and reviewed management’s calculation of price adjust- ments by comparing the assumptions applied with the group’s trad- ing policies, the terms of existing contracts, third-party reported data and historical price adjustment levels.

Further, we made an assessment of the most significant parameters included in the calculation of the non-settled price adjustments as per 30 September 2024 based on historical data, accounting records, external inventory statements and the terms of existing contracts.

Valuation of acquired technologies, etc.

Following prior years’ acquisitions including the acquisition of Invendo Medical GmbH in October 2017, the Group has recognized acquired technologies, trademarks and customer relations totalling DKK 648 million as per 30 September 2024. The value of acquired intangible assets was initially determined in connection with the purchase price allocation. Subsequent, additional internally generated development costs associated to the acquired technologies have been capitalized. In case of indications of impair- ment, an impairment test is prepared, based on management’s estimates of the recoverable amount based on an assessment of net present value of future cash flows on the basis of strategic revenue plans, long-term growth, royalty rate and discount rate, etc.

Due to the inherent uncertainty involved in determining the recover- able amount, we considered these impairment tests to be a key audit matter. Reference is made to note 3.2 in the consolidated financial state- ments.

How our audit addressed the key audit matter

Our audit procedures included testing the mathematical accuracy of the discounted cash flow models and comparing forecasted profita- bility to internally approved budgets and long-term strategy.

We evaluated the assumptions and methodologies used in the dis- counted cash flow model, in particular the assumptions relating to the forecasted revenue growth, including comparing with historical growth rates and the royalty rate and discount rate.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance as to 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 assur- ance, but is not a guarantee that an audit conducted in accordance with ISAs and additional requirements applicable in Denmark will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, indi- vidually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.

As part of an audit conducted in accordance with ISAs and additional requirements applicable in Denmark, we exercise professional judge- ment and maintain professional scepticism throughout the audit.

We also:

Identify and assess the risks of material misstatement of the finan- cial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks and obtain audit evi- dence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the cir- cumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's and the Parent Company's internal control.

Management’s responsibilities for the financial statements

Management is responsible for the preparation of consolidated finan- cial statements and parent company financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Finan- cial Statements Act and for such internal control as Management determines is necessary to enable the preparation of financial state- ments that are free from material misstatement, whether due to fraud or error.

Statement on the Management’s review

Management is responsible for the Management's review. Our opinion on the financial statements does not cover the Man- agement's review, and we do not express any assurance conclusion thereon. In connection with our audit of the financial statements, our respon- sibility is to read the Management's review and, in doing so, consider whether the Management's review is materially inconsistent with the financial statements, or our knowledge obtained during the audit, or otherwise appears to be materially misstated.

Based on our procedures, we conclude that the Management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of relevant law and regulations. We did not identify any material misstatement of the Management's review.

Appointment of auditor

We were initially appointed as auditor of Ambu A/S on 13 December 2017 for the financial year 2017/18. We have been reappointed annually by resolution of the general meeting for a total consecutive period of seven years up until the financial year 2023/24.

Annual report 2023/24 153

INDEPENDENT AUDITOR'S REPORT

To the shareholders of Ambu A/S

Report on the Audit of the Consolidated and Parent Company Financial Statements

Opinion
We have audited the consolidated financial statements and the parent company financial statements of Ambu A/S (the 'Group' and the 'Parent Company'), which comprise the consolidated statement of financial position as at 30 September 2024, the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the financial year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the parent company statement of financial position as at 30 September 2024, parent company income statement, parent company statement of changes in equity and parent company statement of cash flows for the financial year then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the consolidated financial statements and the parent company financial statements give a true and fair view of the financial position of the Group and the Parent Company as at 30 September 2024, and of the financial performance and cash flows of the Group and the Parent Company for the financial year then ended in accordance with International Financial Reporting Standards as adopted by the EU and further requirements in the Danish Companies Act.

Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) and further requirements in the Danish Auditing Practice. Our responsibilities under those 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 Group and the Parent Company in accordance with the applicable requirements of the Danish Auditing Practice and the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (the 'Code of Ethics'), and we have fulfilled our other ethical responsibilities in accordance with the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements and the parent company financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements and the parent company financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Responsibilities of Management and Those Charged with Governance
Management is responsible for the preparation of the consolidated financial statements and the parent company financial statements that give a true and fair view in accordance with International Financial Reporting Standards as adopted by the EU and further requirements in the Danish Companies Act, and for such internal control as Management determines is necessary to enable the preparation of consolidated financial statements and parent company financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, Management is responsible for assessing the Group's and the Parent 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 in preparing the financial statements unless Management either intends to liquidate the Group or the Parent Company or to cease operations, or has no realistic alternative but to do so.

Management is also responsible for evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management. Further, we evaluated the sensitivity analysis on the assumptions applied in the impairment models prepared by management.

Auditor's Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements and the parent company 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 ISAs and further requirements in the Danish Auditing Practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs and further requirements in the Danish Auditing Practice, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements and the parent company financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include the testing of relevant controls that are designed to prevent or detect material misstatement. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements and the parent company financial statements, whether due to fraud or error.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's and the Parent Company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.
Conclude on the appropriateness of Management's use of the going concern basis of accounting in preparing the financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's and the Parent Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group and the Parent Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and contents of the financial statements, including the note disclosures, and whether the financial statements represent the underlying transactions and events in a manner that gives a true and fair view.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and 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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements and the parent company financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.

Copenhagen, 5 November 2024

EY Godkendt Revisionspartnerselskab
CVR no. 30 70 02 28

Søren Skov Larsen Henrik Pedersen
State Authorised Public Accountant State Authorised Public Accountant
mne26797 mne35456

Annual report 2023/24 154 Statements

Report on compliance with the ESEF regulation

The procedures include: As part of our audit of the Consolidated Financial Statements and Parent Company Financial Statements of Ambu A/S, we performed procedures to express an opinion on whether the annual report of Ambu A/S for the financial year 1 October 2023 – 30 September 2024 with the file name AMBU-2024-09-30-en.zip is prepared, in all material respects, in compliance with the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) which includes requirements related to the preparation of the annual report in XHTML format and iXBRL tagging of the Consolidated Financial Statements including notes.

Testing whether the annual report is prepared in XHTML format;
Obtaining an understanding of the company’s iXBRL tagging process and of internal control over the tagging process;
Evaluating the completeness of the iXBRL tagging of the Consolidated Financial Statements including notes;
Evaluating the appropriateness of the company’s use of iXBRL elements selected from the ESEF taxonomy and the creation of extension elements where no suitable element in the ESEF taxonomy has been identified;
Ensuring consistency between iXBRL tagged data and the Consolidated Financial Statements presented in human readable format; and
Reconciling the iXBRL tagged data with the audited Consolidated Financial Statements.

Management's responsibilities

Management is responsible for preparing an annual report that complies with the ESEF Regulation. This responsibility includes:

The preparing of the annual report in XHTML format;
The selection and application of appropriate iXBRL tags, including extensions to the ESEF taxonomy and the anchoring thereof to elements in the taxonomy, for all financial information required to be tagged using judgement where necessary;
Evaluating the use of anchoring of extension elements to elements in the ESEF taxonomy; and
For such internal control as Management determines necessary to enable the preparation of an annual report that is compliant with the ESEF Regulation.

Our responsibility

Our responsibility is to obtain reasonable assurance on whether the annual report is prepared, in all material respects, in compliance with the ESEF Regulation based on the evidence we have obtained, and to issue a report that includes our opinion. The nature, timing and extent of procedures selected depend on the auditor’s judgement, including the assessment of the risks of material departures from the requirements set out in the ESEF Regulation, whether due to fraud or error.

In our opinion, the annual report of Ambu A/S for the financial year 1 October 2023 – 30 September 2024 with the file name AMBU-2024-09-30-en.zip is prepared, in all material respects, in compliance with the ESEF Regulation.

EY Godkendt Revisionspartnerselskab applies International Standard on Quality Management 1, ISQM1, which requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.

Annual report 2023/24 155 Statements

INDEPENDENT AUDITOR'S ASSURANCE REPORT ON THE SELECTED SUSTAINABILITY DATA

To the shareholders of Ambu A/S

As agreed, we have performed an examination with a limited assurance, as defined by the International Standards on Assurance Engagements, on Ambu A/S Group’s (‘Ambu’) ESG & Sustainability Performance data (the ‘selected sustainability data’) contained in Ambus’ Annual Report 2023/24 on p. 83→ for the period 1 October 2023 to 30 September 2024.

Auditor's responsibilities

Our responsibility is to express a conclusion based on our examinations on the presentation of the selected sustainability data in accordance with the scope defined above.

The selected sustainability data needs to be read and understood together with the accounting practice, which Management is solely responsible for selecting and applying. The absence of an established practice on which to derive, evaluate, and measure the selected sustainability data allows for different, but acceptable, measurement techniques and can affect comparability between entities and over time. The procedures performed in connection with our examination are less than those performed in connection with a reasonable assurance engagement. Consequently, the degree of assurance for our conclusion is substantially less than the assurance which would be obtained had we performed a reasonable assurance engagement.

We conducted our examinations in accordance with ISAE 3000 Assurance Engagements Other than Audits or Reviews of Historical Financial Information and additional requirements under Danish audit regulation to obtain limited assurance for the purposes of our conclusion.

Description of procedures performed

In obtaining limited assurance over the selected sustainability data in the table on p. 83→, our objective was to perform such procedures as to obtain information and explanations which we consider necessary in order to provide us with sufficient appropriate evidence to express a conclusion with limited assurance.

As part of our examinations, we performed the below procedures:

Interviewed those in charge of the selected sustainability data to develop an understanding of the process for the preparation of the selected sustainability data in the Sustainability section in the Annual Report 2023/24 and for carrying out internal control procedures.

Other than as described in the preceding paragraph, which sets out the scope of our engagement, we did not perform assurance procedures on the remaining information included in the Sustainability section in the Annual Report 2023/24, and accordingly, we do not express an opinion on this information.

In preparing the selected sustainability data, Ambu applied the accounting practice described on p. 84→-p. 89→. Our objective was to design and perform procedures to obtain limited assurance that the selected sustainability data, in all material respects, is prepared by Ambu in accordance with the described accounting practice and free from material misstatement, whether due to fraud or error.# Financial Statements – Parent Company

Statements

We have complied with the independence and other ethical requirements of the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (IESBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour as well as ethical requirements applicable in Denmark.

Performed analytical review of the data and trends to identify areas of the selected sustainability data with a significant risk of misleading or unbalanced information or material misstatements and obtained an understanding of any explanations provided for significant variances.
Designed and performed further procedures responsive to those risks and obtained evidence that is sufficient and appropriate to provide a basis for our conclusion.
In connection with our procedures, we read the other sustainability information in the Annual Report 2023/24 of Ambu and, in doing so, considered whether the other sustainability information is materially inconsistent with the selected sustainability data or our knowledge obtained in the review or otherwise appear to be materially misstated.

In our opinion, the examinations performed provide a sufficient basis for our conclusion.

Conclusion

Based on our examinations and the evidence obtained, nothing has come to our attention that causes us to believe that Ambu’s ESG & Sustainability Performance data (the ‘selected sustainability data’) contained in Ambu A/S’ Annual Report 2023/24, on p. 83→, for the period from 1 October 2023 to 30 September 2024 have not been prepared, in all material respects, in accordance with the accounting practices described on p. 84→-p. 89→.

Management's responsibilities

Ambu's Management is responsible for selecting the accounting practices, and for presenting the selected sustainability data in accordance with the accounting practice, in all material respects. This responsibility includes establishing and maintaining internal controls, maintaining adequate records, and making estimates that are relevant.

Based on inquiries we evaluated the appropriateness of the accounting practice used, their consistent application and related disclosures in the Sustainability section in the Annual Report 2023/24. This includes the reasonableness of estimates made by management.

København, 5 November 2024

EY Godkendt Revisionspartnerselskab
CVR no. 30 70 02 28

Søren Skov Larsen
State Authorised Public Accountant

Lars Fermann
State Authorised Public Accountant

Annual report 2023/24 | 156

Financial statements – Parent company

Annual report 2023/24 | 157

INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME

Ambu A/S Financial statements for the period 1 October – 30 September

		2023/24 (DKKm)	2022/23 (DKKm)
INCOME STATEMENT
Revenue	4	4,415	3,317
Production costs	-2,836	-2,319
Gross profit		1,579	998
Selling and distribution costs	2.1, 2.2	-344	-296
Development costs	2.1, 2.2	-295	-270
Management and administrative costs	2.1, 2.2	-427	-374
Operating profit (EBIT) before special items		513	58
Special items	2.3	-334	-8
Operating profit (EBIT)		179	50
Financial income	4.2	87	237
Financial expenses	4.2	-29	-93
Profit before tax		237	43
Tax on profit for the year	2.4	-31	18
Net profit for the year		206	18

STATEMENT OF COMPREHENSIVE INCOME
Net profit for the year		206	18
Other comprehensive income		-	-
Comprehensive income for the year		206	18

Annual report 2023/24 | 158

CASH FLOW STATEMENT

Ambu A/S Financial statements for the period 1 October – 30 September

		2023/24 (DKKm)	2022/23 (DKKm)
Cash flow from operating activities
Net profit		206	18
Adjustment for non-cash items:
Income taxes in the income statement		31	-18
Financial items in the income statement		-87	-237
Depreciation, amortisation and impairment losses	2.2	537	545
Share-based payment		13	13
Change in working capital	3.7	-140	-3
Change in provisions	5.1	-58	-18
Interest received		12	12
Interest paid		-10	-45
Cash flow from operating activities		596	357

Cash flow from investing activities
Investments in non-current assets		-207	-259
Investments in subsidiaries	3.3	-3	-10
Dividend from subsidiaries		75	40
Cash flow from investing activities		-135	-229
Free cash flow		461	128

Cash flow from financing activities
Proceeds from borrowings		-	325
Repayment of borrowings		-	-1,575
Repayment of lease liability		-9	-11
Exercise of options		-	14
Sale of treasury shares		-	23
Capital increase		-	1,054
Cash flow from financing activities		-9	-170

Cash and cash equivalents, beginning of year		537	13
Cash and cash equivalents, end of year		85	537

Cash and cash equivalents, end of year, are composed as follows:
Cash and cash equivalents		187	85
Short-term deposits		350	-
Cash and cash equivalents, end of year		537	85

Annual report 2023/24 | 159

BALANCE SHEET

Ambu A/S Financial statements at 30 September

		30.09.24 (DKKm)	30.09.23 (DKKm)
ASSETS
Goodwill	3.1	147	147
Completed development projects	3.1	904	888
Other, incl. IT software	3.1	446	702
Development projects and other assets in progress	3.1	351	442
Intangible assets		1,848	2,179
Property, plant and equipment	3.2	110	114
Rights-of-use assets	3.4	2,095	2,094
Investments in subsidiaries	3.3	53	48
Deferred tax asset	2.5	90	102
Total non-current assets		2,148	2,358

Inventories	3.5, 4.1	293	239
Trade receivables	3.6, 4.1	98	122
Receivables from subsidiaries	4.1	386	302
Income tax receivable	4.1	17	12
Other receivables	4.1	62	4
Prepayments	4.1	3	33
Derivative financial instruments	4.1	11	98
Cash and cash equivalents		85	537
Total current assets		855	815

Total assets		3,003	3,173

EQUITY AND LIABILITIES
Share capital		135	135
Other reserves		4,650	4,426
Equity		4,785	4,561

Provisions	5.1	4	4
Lease liabilities	3.4	80	11
Payables to subsidiaries	4.1	6	128
Non-current liabilities		90	143

Provisions	5.1	-	36
Lease liabilities	3.4	119	95
Trade payables	4.1	371	368
Payables to subsidiaries	4.1	36	3
Income tax	4.1	12	119
Other payables	4.1	95	597
Current liabilities		633	1,218

Total liabilities		723	1,361

Total equity and liabilities		5,508	5,922

Annual report 2023/24 | 160

EQUITY STATEMENT

Ambu A/S Financial statements for the period 1 October – 30 September

	Share capital	Reserve for development costs	Other reserves	Retained earnings	Proposed dividend	Total
Equity 1 October 2023	135	1,015	3,411	-	-	4,561
Net profit for the year	-	-	-	206	-	206
Other comprehensive income for the year	-	-	-46	-	-	-46
Total comprehensive income	-	-	-46	206	-	160
Transactions with the owners:
Share-based payment	-	-	13	-	-	13
Tax deduction relating to share-based payment	-	-	5	-	-	5
Equity 30 September 2024	135	1,015	3,383	206	-	4,739

Equity 1 October 2022	129	936	2,348	-	-	3,413
Net profit for the year	-	-	-	18	-	18
Other comprehensive income for the year	-	-	79	-	-	79
Total comprehensive income	-	-	79	18	-	97
Transactions with the owners:
Share-based payment	-	-	6	-	-	6
Tax deduction relating to share-based payment	-	-	-	-	-	-
Exercise of options	-	-	-	-	-	-
Sale of treasury shares	-	-	-	-	-	-
Share capital increase, warrants	6	-	1,048	-	-	1,054
Equity 30 September 2023	135	936	3,411	18	-	4,500

§ Accounting policies

Contrary to the accounting policies applied in the consolidated financial statements, in accordance with the Danish Financial Statements Act, Ambu A/S must tie up a reserve in equity, corresponding to the capitalised value of development costs (see note 3.1). The amortisation of the capitalised development costs, as well as deferred tax, is set off against this reserve.

Other reserves are made up of reserve for hedging transactions, reserve for foreign currency translation adjustment, reserve for development costs, retained earnings and proposed dividend, totalling DKK 4,650m (DKK 4,426m). Other reserves are free for distribution, with the exception of the reserve for development costs.

Annual report 2023/24 | 161

NOTES ON THE FINANCIAL STATEMENTS – PARENT COMPANY


Note 1.1 Basis of preparation	163
Note 2.1 Staff costs	163
Note 2.2 Depreciation, amortisation and impairment losses on non-current assets	164
Note 2.3 Special items	164
Note 2.4 Tax on profit for the year	165
Note 2.5 Deferred tax	165
Note 3.1 Intangible assets	166
Note 3.2 Property, plant and equipment	167
Note 3.3 Investments in subsidiaries	168
Note 3.4 Leases	168
Note 3.5 Inventories	169
Note 3.6 Trade receivables	169
Note 3.7 Change in working capital	169
Note 4.1 Categories of financial instruments	170
Note 4.2 Net financials	170
Note 5.1 Provisions	171
Note 5.2 Fee to auditors appointed by the annual general meeting	171
Note 5.3 Related parties	171

Annual report 2023/24 | 162

NOTES ON THE FINANCIAL STATEMENTS

Ambu A/S Financial statements

1.1 Basis of preparation

Ambu A/S is a public limited company domiciled in Denmark. Ambu A/S is the Parent Company of the Ambu Group.

The financial statements of the Parent Company are included in the consolidated financial statements, in accordance with the provisions of the Danish Financial Statements Act.

The financial statements of the Parent Company are presented in accordance with the IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB), IFRS as adopted by the EU, as well as additional requirements in the Danish Financial Statements Act.

2.1 Staff costs

The staff costs of the Parent Company are distributed onto the respective functions as follows:

(DKKm)	2023/24	2022/23
Production costs	12	9
Selling and distribution costs	119	102
Development costs	132	145
Management and administrative costs	228	212
Special items	-	7
Total staff costs	491	475

NOTES ON THE FINANCIAL STATEMENTS

Ambu A/S Financial statements

2.2 Depreciation, amortisation and impairment losses on non-current assets

(DKKm)	2023/24	2022/23
Amortisation of intangible development projects and other, incl. IT software	207	176
Depreciation of property, plant and equipment	5	5
Depreciation of right-of-use assets	6	7
Impairment losses on non-current assets	327	20
Total depreciation, amortisation and impairment losses	545	208

2.3 Special items

(DKKm)	2023/24	2022/23
Impairment of acquired technologies	206	121
Impairment of completed development projects	-	5
Impairment of intangible rights related to production	3	3
Impairment of plant and machinery	-	2
Write-down of inventories	16	-
Remeasurement of technology-debt	-	-
Severance costs in the group	-1	-19
Total special items	224	112

Accounting policies

Special items comprise costs or income that cannot be attributed directly to the Parent Company's ordinary activities and are non-recurring of nature, e.g. strategic re-evaluation. Such costs include the cost related to significant restructuring of the cost base and processes, as well as restructuring costs related to resignation of employees in the Parent Company and cost charged by subsidiaries related to such. Further special items include redundancy costs' related to Group Management and impairment of assets.

Depreciation, amortisation and impairment losses have been allocated to the following functions:

(DKKm)	2023/24	2022/23
Production costs	28	19
Selling and distribution costs	327	168
Development costs	545	208
Management and administrative costs	-	1
Total depreciation, amortisation and impairment losses	800	396

Reference is made to note 2.6 to the consolidated financial statements for a description of 'special items'.

If special items had been recognised in Operating profit (EBIT) before special items, the impact would have been allocated to the following functions:

(DKKm)	2023/24	2022/23
Production costs	-	-2
Selling and distribution costs	8	10
Development costs	326	8
Total special items	334	16

2.4 Tax on profit for the year

(DKKm)	2023/24	2022/23
Current tax on profit for the year	37	-6
Deferred tax on profit for the year	-2	-12
Adjustment, previous years	-4	-18
Total tax on profit for the year	31	-36

Tax on profit for the year comprises (in DKKm):

(DKKm)	2023/24	2022/23
Non-deductible costs	52	-17
Additional tax deduction on R&D costs	3	3
Tax adjustment in respect of previous years	-4	-4
Total tax on profit for the year	51	-18

Applicable tax rate on profit for the year in Parent Company

(DKKm)	2023/24	2022/23
Income not subject to tax	-9	-
Tax loss carry-forwards	5	-2
Total tax on profit for the year	-4	-2

The Group’s transfer pricing setup is based on the widely used principal model. In this model, Ambu A/S distributes an arm's length profit to its subsidiaries, and any residual profit is repatriated back to Ambu A/S for taxation. The taxable profit is then reduced by deductions from investments made. Furthermore, income tax payable is reduced by Ambu A/S’s tax deduction, resulting from the employees’ gains from exercised warrants and share options. Such gains are subject to personal tax.

Tax losses in Ambu A/S

In recognising tax loss carry-forwards in Denmark, the Management has assessed whether convincing evidence was present, as the Group has a history of recent losses in Denmark, which is due to high investment levels, low residual profit earned in the Parent Company as a consequence of the arm's length mechanish in OECD Principal-model and tax deductibility of employees' share-based payments. Tax loss carry-forwards in Denmark, totalling DKK 395m (DKK 440m), were recognised by end of the year. The tax loss carry-forwards are recognised on the basis of budgets, strategy plans for the individual activities approved by the Management, incl. tax planning opportunities that will advance the taxable profit. Estimates and assessments of future taxable income are thus consistent with the basis for the impairment tests and the measurement of contingent consideration carried out.

2.5 Deferred tax

(DKKm)	30.09.24	30.09.23
Deferred tax at 1 October	48	53
Deferred tax on share-based payment recognised in equity	5	4
Deferred tax for the year recognised in the income statement	26	6
Change in respect of previous years	-18	-12
Deferred tax at 30 September	61	51

Deferred tax relates to:

(DKKm)	30.09.24	30.09.23
Intangible assets	-338	-388
Property, plant and equipment	-1	2
Current assets	-4	-3
Deferred tax on share-based payment recognised in equity	-3	-3
Provisions	-388	-388
Tax loss carry-forwards	395	440
Total deferred tax	172	170

3.1 Intangible assets

(DKKm)	Goodwill	Development projects and other assets in progress	Completed development projects	Other incl. IT software*	Total
2023/24
Cost at 1 October	147	1,435	-	269	1,851
Additions during the year	-	1,049	-	351	1,400
Transferred during the year	-	203	-	-294	9
Cost at 30 September	147	2,687	-	326	3,260

Amortisation and impairment losses at 1 October	-	-547	-	-132	-679
Impairment losses for the year	-	-121	-	-206	-327
Amortisation for the year	-	-800	-	-75	-875
Amortisation and impairment losses at 30 September	-	-1,468	-	-413	-1,881
Carrying amount at 30 September	147	1,219	-	-87	1,379

2022/23
Cost at 1 October	147	1,204	-	233	1,584
Additions during the year	-	990	-	48	1,038
Disposals during the year	-	-	-	-	-
Transferred during the year	-	48	-	-2	46
Cost at 30 September	147	2,242	-	281	2,670

Amortisation and impairment losses at 1 October	-	-438	-	-16	-454
Disposals during the year	-	-	-	-	-
Impairment losses for the year	-	-16	-	-	-16
Amortisation for the year	-	-702	-	-107	-809
Amortisation and impairment losses at 30 September	-	-1,156	-	-123	-1,279
Carrying amount at 30 September	147	1,086	-	158	1,391

* Carrying amount at 30 September 2024 of Other, incl. IT software, includes intangible rights of DKK 378m (DKK 636m).

Reference is made to note 3.2 to the consolidated financial statements for a description of impairment losses.

3.2 Property, plant and equipment

(DKKm)	Land and buildings	Other plant, fixtures and equipment	Plant and machinery	Property, plant and equipment in progress	Total
2023/24
Cost at 1 October	16	2	1	31	50
Additions during the year	-	-	-	6	6
Disposals during the year	-	-1	-	-4	-5
Transferred during the year	-	2	-	5	7
Cost at 30 September	16	3	1	38	58

Depreciation and impairment losses at 1 October	-10	-	-	-24	-34
Disposals during the year	-	-	-	-1	-1
Depreciation for the year	-1	-	-4	-	-5
Depreciation and impairment losses at 30 September	-11	-	-4	-25	-40
Carrying amount at 30 September	5	3	-3	13	18

2022/23
Cost at 1 October	15	1	1	35	52
Additions during the year	-	-	-	4	4
Disposals during the year	-	-1	-	-7	-8
Transferred during the year	-	1	-	3	4
Cost at 30 September	15	1	1	35	52

Depreciation and impairment losses at 1 October	-9	-	-	-25	-34
Disposals during the year	-	-	-	-5	-5
Depreciation for the year	-1	-	-4	-	-5
Depreciation and impairment losses at 30 September	-10	-	-4	-30	-44
Carrying amount at 30 September	5	1	-3	5	8

3.3 Investments in subsidiaries

(DKKm)	2023/24	2022/23
Cost at 1 October	2,589	2,579
Additions	3	10
Cost at 30 September	2,592	2,589
Impairment losses at 1 October	-495	-485
Impairment losses for the year	-2	-10
Impairment losses at 30 September	-497	-495
Carrying amount at 30 September	2,095	2,094

In the financial year 2023/24, subsidiaries distributed DKK 75m (DKK 40m) in dividends to the Parent Company, which has been recognised as a financial income. Impairment losses for the year was DKK 2m, of which DKK 2m (DKK 10m) were taken to financial expenses to reflect the lower carrying amount, and the remainder was offset against payables to subsidiaries.

3.4 Leases

(DKKm)	30.09.24	30.09.23
Land and buildings	103	107
Other plant, fixtures and fittings, tools and equipment	7	7
Carrying amount of lease assets	110	114

Additions on lease assets during the year

(DKKm)	30.09.24	30.09.23
Less than 1 year	11	12
Between 1 and 5 years	92	35
More than 5 years	-	67
Total lease liabilities	103	114

NOTES ON THE FINANCIAL STATEMENTS

Ambu A/S Financial statements

3.5 Inventories

(DKKm)	30.09.23
Raw materials and consumables	273
Finished goods	293
Total	566

The above includes write-downs amounting to DKK 13m (DKK 27m) for Cost of sales for the year.

3.6 Trade receivables

(DKKm)	2023/24	2022/23
Trade receivables, amortised cost	89	85
Write-down for expected credit loss	-1	-
Trade receivables	88	85

Provision for bad debt at 1 October	-3	-3
Bad debt realised during the year	2	-
Bad debt provision for the year	-	-
Provision for bad debt at 30 September	-1	-3

3.7 Change in working capital

(DKKm)	2023/24	2022/23
Change in inventories	-54	-104
Change in receivables	7	11
Change in balances with Group companies	43	23
Change in trade payables, etc.	207	-144
Change in working capital	203	-214

§ Accounting policies

Investments in subsidiaries are measured at cost including goodwill. If there is any indication of impairment, an impairment test is carried out. Where the cost exceeds the recoverable amount, a write-down for impairment is made to the lower value.

Amounts recognised in the income statement

(DKKm)	2023/24	2022/23
Interest on lease liabilities	3	3
Depreciation of lease assets per asset class
Land and buildings	3	3
Other plant, fixtures and fittings, tools and equipment	6	4
Depreciation of lease assets	9	7

Amounts recognised in the cash flow statement

(DKKm)	2023/24	2022/23
Total cash outflow for leases	13	15

Annual report 2023/24 169

Financial statements – Parent company

NOTES ON THE FINANCIAL STATEMENTS

Ambu A/S Financial statements

4.1 Categories of financial instruments

(DKKm)	30.09.24	30.09.23
Trade receivables	98	122
Receivables from subsidiaries	386	302
Other receivables	-	4
Cash and cash equivalents	537	513
Receivables and cash and cash equivalents	1,021	841

(DKKm)	2023/24	2022/23
Derivative financial instruments (level 2)	3	11
Financial assets recognised at fair value	3	11

(DKKm)	2023/24	2022/23
Trade payables	128	98
Payables to subsidiaries	377	379
Other payables	95	119
Total payables	597	596

(DKKm)	2023/24	2022/23
Other financial liabilities	597	593
Total financial liabilities at amortised cost	597	593

The Parent Company’s payables fall due as follows:

(DKKm)	0-1 year	1-5 years	> 5 years	Total
2023/24
Other financial liabilities	597	6	-	603
2022/23
Other financial liabilities	582	11	-	593

4.2 Net financials

(DKKm)	2023/24	2022/23
Interest income, subsidiaries	-	12
Interest income, banks	75	-
Dividend from subsidiaries	2	40
Fair value adjustment, interest rate swap	-	1
Financial income	77	53

(DKKm)	2023/24	2022/23
Interest expenses, subsidiaries	1	-
Interest expenses, banks	6	2
Interest expenses, leases	3	3
Foreign exchange loss, net	17	-
Effect of shorter discount period, acquisition of technology	-	42
Impairment, investments in subsidiaries	3	29
Financial expenses	29	76

§ Accounting policies

Dividend from subsidiaries is recognised under financial income at the time that the dividend is declared.

Annual report 2023/24 171

Financial statements – Parent company

NOTES ON THE FINANCIAL STATEMENTS

Ambu A/S Financial statements

5.1 Provisions

(DKKm)	2023/24	2022/23
Provisions at 1 October	4	23
Additions during the year	-	4
Used during the year	-3	-17
Value adjustment	-	-3
Currency translation adjustment	-	7
Provisions at 30 September	1	14

Provisions expected to fall due:

(DKKm)	Non-current liabilities	Current liabilities	Total
Provisions at 30 September	1	-	1

5.2 Fee to auditors appointed by the annual general meeting

(DKKm)	2023/24	2022/23
Audit fee	2	1
Other assurance engagements	1	1
Other services	1	1
Total fees	4	3

Fee for non-audit services provided to the Parent Company by EY Statsautoriseret Revisionspartnerselskab, Denmark, amounted to DKK 2m (DKK 1m), relating mainly to IT assessment and other assurance assessments and reports.

5.3 Related parties

The Parent Company’s related parties include subsidiaries, the company’s Board of Directors and Executive Management and members of their families. Related parties furthermore include enterprises in which the aforementioned persons have a significant interest.

Ambu A/S has engaged in the following important transactions with related parties:

(DKKm)	2023/24	2022/23
Sale of goods and services to subsidiaries	3,682	2,703
Purchase of goods and services from subsidiaries	2,789	2,459
Purchase of development services from subsidiaries capitalised as development projects	4	3
Dividend received from subsidiaries	30	75

During the year, no transactions, except for payment of the Management’s remuneration and intercompany transactions eliminated in the consolidated financial statements, have been carried out with the Board of Directors, Executive Management, senior employees, major shareholders or other related parties.

Outstanding balances and receivables in respect of related parties, essentially arising from ordinary business relations, i.e,. the purchase and sale of goods and services, are included in the balance sheet of the Parent Company. Such transactions are carried out on the same terms that apply to the Group’s other customers and suppliers. For information on the year’s interest on intercompany loans, see note 4.2.

Sale of services to Group companies include facility services and IT costs. The purchase of services from Group companies mainly consists of development services.

The Parent Company has provided loans to a number of subsidiaries. The loans carry interest on market terms. Guarantees have been provided to banks in respect of the subsidiaries. The subsidiaries have not furnished security for their debt to the Parent Company.

(DKKm)	2023/24	2022/23
Guarantees and security provided on behalf of subsidiaries	396	418

Annual report 2023/24 172

Financial statements – Parent company

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Ambu A/S
Baltorpbakken 13
DK-2750 Ballerup
Denmark
[email protected]
Registration no.: 63644919

AI assistant

Ambu — Environmental & Social Information 2024

Working towards diversity, equity & inclusion

Targets and progress

Diversity in management positions

Report on the gender composition of the Board of Directors (members elected at the annual general meeting), pursuant to Section 99 b, and on diversity, pursuant to Section 107d, of the Danish Financial Statements Act.

Board diversity

Statutory reporting of gender diversity for Ambu A/S

Diversity in the Board of Directors (excluding employee-elected)

IN BRIEF

LETTER FROM OUR CHAIR & CEO

Innovative solutions to market

Advancing our momentum

AMBU AT A GLANCE

FINANCIAL HIGHLIGHTS

ENDOSCOPY SOLUTIONS ANAESTHESIA & PATIENT MONITORING

BUSINESS HIGHLIGHTS

SOLUTIONS PORTFOLIO ENHANCED

STRENGTHENED FOUNDATION

SUSTAINABILITY PROGRESS

FIVE-YEAR FINANCIAL SUMMARY (DKKm)

FIVE-YEAR SUSTAINABILITY & ESG SUMMARY

In brief

SINGLE-USE ENDOSCOPES AND THE ENVIRONMENT

Strategy & Business

STRATEGY & BUSINESS

PURPOSE-DRIVEN COMPANY

CUSTOMER VIEW

Driving an engaged culture

HISTORY OF INNOVATION

Where it all began

GLOBAL PRESENCE

Global R&D presence

Robust manufacturing set-up

STRATEGY MOMENTUM

Focus ahead on strategy execution

Zoom in on people & culture

Zoom in on execution

Zoom in on customers

Zoom in on sustainability

Setting up for scalability and growth

New solutions in GI

Heightened A & PM performance

Near-term climate targets

Net-zero by 2045

Continued embedding of Ambu values

New AI training platform

Free cash flow further advanced

Widespread recognition

Engagement score multiplied

Impactful customer insights

Increased profitability levels

SITE OF CARE

SOLUTIONS CUSTOMER INSIGHTS

CUSTOMER EXPERIENCE

VARIETY OF NEEDS

AMBU BRAND

Our sustainability and ESG ratings

Obtained in 2023/24

LEADER IN SUSTAINABILITY

Four recognitions in one year

Leader 2024

Recognised by leading US GPO

Ambu has been certified as a Nasdaq ESG Transparency Partner

Our strongholds

Our value creation

Financial capital

CUSTOMER-CENTRIC INNOVATION

TAKE-BACK AND RECYCLING

MANUFACTURING KNOW-HOW

HARNESSING NEW INSIGHTS

RELIABLE PRODUCT SUPPLY

CUSTOMER SALES AND SERVICE

BUSINESS MODEL

FINANCIAL TARGETS 2027/28

Deliver strong, profitable growth

Attractive single- use endoscopy market

Fast-growing market

Strategy & Business

OUTLOOK 2024/25

Ambu Environmental & Social Information 2024