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Europris

Quarterly Report Oct 30, 2020

3599_rns_2020-10-30_f64c7030-f5c1-4396-8e07-a0bdd4ead72f.pdf

Quarterly Report

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EUROPRIS ASA

Highlights 2020 3
Key figures4
Alternative performance measures5
Period review6
Financial review12
Financial statements 16
APM definitions24

HIGHLIGHTS

Third quarter 2020

  • Gaining market share in a strong market
  • » Solid merchandising and successful campaigns
  • » Group revenue increased by 28.5 per cent to NOK 1,897 million (NOK 1,477 million)
  • » Stable and high growth during the quarter with 26.5 per cent like-for-like growth
  • Stable gross margin despite shift towards groceries
  • » Gross margin 42.8 per cent (42.6 per cent) excluding stocktaking effects
  • • Scalability and improved efficiency
  • » Opex-to-sales ratio decreased to 22.4 per cent (26.5 per cent)
  • » Adjusted EBITDA rose by 53 per cent to NOK 402 million
  • » Adjusted net profit increased by 115 per cent to NOK 191 million (NOK 88 million)
  • One new store opened at Lindås in Vestland county, and another three store openings approved by the board
  • • Strong financial position
  • » Cash and available credits of NOK 1,430 million (NOK 463 million)
  • Well prepared for the important Christmas season
  • » Solid start to the fourth quarter
  • Stina Charlene Byre appointed CFO due to start by 1 April 2021

Figures for the corresponding period of last year in brackets. The figures are unaudited. See page 24 for definitions of APMs.

2019 2020

Group revenue, NOK million Adjusted net profit, NOK million

Figures are stated in NOK million Q3 2020 Q3 2019 YTD 2020 YTD 2019 FY 2019
CHAIN KEY FIGURES
Total retail sales 1,973.3 1,551.3 5,740.7 4,554.1 6,561.3
Growth (%) 27.2% 9.5% 26.1% 8.0% 6.4%
Like-for-like sales growth (%) 26.5% 7.5% 25.0% 5.8% 4.4%
Total number of stores at end of period 265 264 265 264 264
- Directly operated stores 236 230 236 230 231
- Franchise stores 29 34 29 34 33
GROUP KEY INCOME STATEMENT FIGURES
Sales directly operated stores 1,708.5 1,299.7 4,946.2 3,804.4 5,490.5
Sales from wholesale to franchise stores 167.5 160.1 485.3 474.5 665.6
Franchise fees and other income 20.9 16.9 58.6 56.5 78.4
Group revenue 1,897.0 1,476.7 5,490.1 4,335.4 6,234.4
% growth 28.5% 9.2% 26.6% 9.0% 7.2%
COGS excluding unrealised foreign exchange effects 1,069.5 822.8 3,133.4 2,481.6 3,523.3
Gross profit 827.6 653.9 2,356.8 1,853.8 2,711.0
% margin 43.6% 44.3% 42.9% 42.8% 43.5%
Opex 425.9 395.9 1,295.9 1,183.2 1,596.4
Non-recurring items 0.5 4.4 10.3 12.4 18.7
Opex excluding non-recurring items 425.4 391.5 1,285.6 1,170.7 1,577.7
% of group revenue 22.4% 26.5% 23.4% 27.0% 25.3%
Adjusted EBITDA 402.1 262.4 1,071.1 683.1 1,133.3
% margin 21.2% 17.8% 19.5% 15.8% 18.2%
Adjusted EBIT 266.3 132.5 663.9 301.7 617.7
Adjusted profit before tax 243.0 113.7 571.2 223.3 499.1
Adjusted net profit 190.5 88.4 445.2 173.3 390.0
Adjusted earnings per share 1.15 0.55 2.69 1.07 2.41
GROUP KEY CASH FLOW AND BALANCE SHEET FIGURES
Net change in working capital (81.4) 18.0 17.8 (178.6) 160.6
Capital expenditure 14.6 25.8 82.0 98.9 157.0
Financial debt 997.0 1,658.1 1,656.3
Lease liabilities - IFRS 16 effect 1,869.4 1,947.9 2,004.0
Cash 44.3 27.2 568.0
Net debt 2,822.1 3,578.8 3,092.2

ALTERNATIVE PERFORMANCE MEASURES

Figures are stated in NOK million Q3 2020 Q3 2019 YTD 2020 YTD 2019 FY 2019
Group revenue 1,897.0 1,476,7 5,490,1 4,335.4 6,234.4
Cost of goods sold (COGS) 1,064.3 813.8 3,127.3 2,483.5 3,543.7
Unrealised foreign exchange effects 5.2 9.0 6.0 (1.9) (20.3)
Gross profit 827.6 653.9 2,356.8 1,853.8 2,711.0
% margin 43.6% 42.4% 42.9% 42.0% 43,5%
Employee benefits expense 282.1 256.2 822.6 715.6 985.3
Other operating expenses 268.2 255.5 839.7 796.7 1,060.9
Other operating expenses - IFRS 16 effect (124.4) (115.8) (366.4) (329.2) (449.8)
Opex 425.9 395.9 1,295.9 1,183.2 1,596.4
Non-recurring items 0.5 4.4 10.3 12.4 18.7
Opex excluding non-recurring items 425.4 391.5 1,285.6 1,170.7 1,577.7
% of group revenue 22.4% 26.5% 23.4% 27.0% 25.3%
Adjusted EBITDA 402.1 262.4 1,071.1 683.1 1,133.3
Depreciation 20.4 23.2 67,6 76.3 99.6
Depreciation - IFRS 16 effect 115.4 106.6 339.6 305.1 416.1
Adjusted EBIT 266.3 132.5 663.9 301.7 617.7
Net financial income (expense) (19.4) (14.4) (58.0) (38.3) (51.3)
Net financial expense - IFRS 16 (13.3) (12.4) (39.6) (34.3) (46.9)
Unrealised foreign exchange effects 5.2 9.0 6.0 (1.9) (20.3)
Profit (loss) from associated companies 4.3 (1.1) (1.2) (4.0) -
Adjusted profit before tax 243.0 113.7 571.2 223.3 499.1
Adjusted net profit 190.5 88.4 445.2 173.3 390.0
Adjusted earnings per share 1.15 0.55 2.69 1.07 2.41
GROUP KEY CASH FLOW AND BALANCE SHEET FIGURES
Net change in working capital (81.4) 18.0 17.8 (178.6) 160.6
Purchases of fixed assets 10.3 20.9 61.0 85.5 137.6
Purchases of intangible assets 4.4 4.9 21.0 13.4 19.4
Capital expenditure (excl IFRS 16 effects) 14.6 25.8 82.0 98.9 157.0
Financial debt 2,866.4 3,606.0 3,660.3
Lease liabilities - IFRS 16 1,869.4 1,947.9 2,004.0
Cash 44.3 27.2 568,0
Net debt 952.8 1,630.9 1,088.3

For definitions of APMs see page 24.

PERIOD REVIEW

Europris has delivered another strong quarter. Group sales increased by 27.2 per cent (26.5 per cent like-for-like), significantly higher than the market which grew by 12.2 per cent, according to Kvarud Analyse. Growth was stable throughout the quarter.

During the first nine months, Europris significantly outperformed the market and is gaining market share in a strong market.

Operationally, gross margin remained stable during the quarter despite a shift towards groceries with generally lower margins. Europris also experienced improved scalability and efficiency since the Opexto-sales ratio decreased to 22.4 per cent (26.5 per cent). Adjusted net profit rose by 115 per cent to NOK 191 million.

At 30 September, Europris was in a strong financial position with cash and available credits of NOK 1,430 million (NOK 463 million).

Before the close of the quarter, Europris also announced the appointment of Stina Charlene Byre as CFO. Byre has a solid financial background combined with leading-edge management consulting and retail industry experience.

Sales performance

The Europris chain increased total sales by 27.2 per cent in the third quarter, significantly above the strong market. Sales at like-for-like stores grew by 26.5 per cent, with a similar number of sales days in both years. Sales growth was fairly stable throughout the quarter.

The Covid-19 pandemic continues to impact Norwegian markets. Relaxation of national infection control measures experienced a setback during the third quarter, and regulators had to revert to stricter rules. Travel outside the country has virtually ceased, with the exception of some regions in Sweden for certain periods. Overall, many people are continuing to work from home and plans for summer holidays abroad were severely restricted, which increased domestic consumption. The mostly closed frontiers have also put a temporary stop to cross-border trade, especially with Sweden. All this has led to increased sales for Norwegian retailers and Europris in particular.

In addition to the abnormal growth in demand driven by the Covid-19 pandemic, Europris continues to work tirelessly to improve its offering and to drive customer growth and satisfaction through various initiatives. While hard to measure, solid merchandising was probably a key factor in the strong sales growth during the quarter. The group has shown flexibility in developing its concept in an extraordinary period, while the organisation has adapted well in order to provide customers with the best experience. Buyers have made significant efforts to secure the right products in the right

quantities. Replacements for sold-out products have been purchased whenever possible. Campaigns and product selection have been carefully adjusted to meet the increased demand and new customers, while seasonal product promotions have been optimised. Finally, store staff have provided customers with a safe shopping environment, making it possible for Europris to maintain its important societal role in this critical period.

During the quarter, Europris saw stable and high sales growth across its store network and all regions of the country delivered solid double-digit increases. The best performance was in the central part of eastern Norway, which has benefited most from the disappearance of cross-border trade.

All categories witnessed strong sales growth in the quarter, but with a shift towards groceries compared with last year. The typical summer season categories – house and garden as well as travel, sports and leisure – had the least positive development. Assumptions when planning purchases of goods in these categories were based on normal growth. The abnormal rise in demand subsequently meant that several seasonal goods were sold out early. Since these products have long lead times, it was not possible to reorder during the season. To counteract this and avoid a negative effect on sales, Europris had to take action in changing its campaign plans and in purchasing replacement goods in other categories. The organisation handled this in a good manner, and managed to maintain a good product and campaign offering throughout the summer season.

Both in the third quarter and for the first nine months, Europris growth was relatively evenly distributed between a rise in the number of customers and an increase in the shopping basket. Customer growth has been driven by both an increase in frequency and unique newcomers, while the basket expansion was mainly driven by an increase in items per customer.

Sales growth compared to the market in 2020

YTD Q1 YTD Q2 YTD Q3
Virke: total retail* 3.8% 7.6% 9.2%
Virke: groceries* 7.6% 13.6% 15.4%
Virke: wide range –
other*
4.8% 16.6% 17.7%
Kvarud shopping
centre index**
(4.0%) (1.1%) 3.7%
Europris chain 12.0% 25.5% 26.1%

*Virke Retail index (using figures reported by Statistics Norway) ** Kvarud Analyse shopping centre index

The year 2020 has turned out to be one of high growth for Norwegian retailers, and Europris continues to outperform the market by a significant margin.

Operational review

Concept and category development

Every year, the third quarter is used by grocery suppliers as a launch window for new products. Many of these have been introduced at Europris as well. The group has also expanded its range of private label products and launched a series of sustainable products in the washing and cleaning category under the Effekt brand, where the content is 100 per cent vegan and the packaging uses 100 per cent recycled Norwegian plastic. Effekt is one of the own brands also sold in ÖoB's stores in Sweden. Combining these volumes drives down production costs and allows the products to be sold at a very competitive price. Being able to offer sustainable products at competitive prices is an important part of the Europris strategy.

As in the second quarter, the flexibility of Europris' concept was decisive for the way sales growth was achieved in the third quarter. At a time when demand increased more than expected and the purchases were planned for, being able to adjust the product offering at short notice has been crucial. Promotions are an important part of the Europris concept. It has been important that

all customers, new and existing, can as always expect great offerings through campaigns when visiting the stores even at this exceptional time. The chain has therefore maintained its campaigns under Covid-19, but has adjusted the promotional products they included in some cases to ensure that there are enough for all its customers. In this way, Europris has tried to ensure a positive shopping experience for all new and regular customers. This strategy pays off in the long term by strengthening loyalty to the concept.

E-commerce and e-CRM

Europris' e-commerce solution has continued its positive sales trend after the launch of the new platform in April, with a growth of 106 per cent in the third quarter. Although expanding strongly, it still constitutes a modest part of the chain's turnover and had a share of 0.9 per cent in the quarter. Click and collect is the preferred way of shopping for customers, and this accounts for 84 per cent of e-commerce sales in the quarter.

Third quarter e-commerce sales

NOK million Q3 2020 Q3 2019 Growth
Home deliveries 2.7 1.7 57%
Click and collect 14.2 6.5 119%
Total e-commerce sales 16.9 8.2 106%
Percentage of total chain sales 0.9% 0.5%

In recent years, Europris has experienced a large increase in traffic on its websites. This has now reached about 2.2 million sessions a month. The group's primary goal is to take advantage of its increased digital visibility by converting internet traffic into sales. In this context, it is important to have a functional and user-friendly e-commerce solution so that customers can shop in the way that suits them best. It is still the case that most of the customers who start their shopping trip by searching for information online end up as customers in one of the chain's physical stores. In this way, Europris sees that its digital investment also acts as a significant traffic generator for the chain's bricks and mortar outlets.

The Mer customer club continues to attract newcomers, and had 612,000 members at 30 September. This gives Europris increased insight into customer behaviour and facilitates more personalised marketing.

Developing the store estate

Europris opened one new store in the third quarter, at Lindås in Vestland county. At 30 September, the chain had 265 stores. Of these, 236 were directly operated and 29 were franchises.

Europris relocated one store during the quarter and one store had its sales area reduced. The group will continue to develop the existing store base as an important growth and value driver in the future.

The location of Europris stores has a significant impact on the group's visibility and footfall. Europris is constantly on the look-out for prime store locations and is in negotiations at any time over a number of such sites. Given the post-Covid-19 market conditions, the group believes it can negotiate better terms with potential landlords from a position of strength based on its market-winning retail concept.

During the third quarter, the board approved another three new stores and two store relocations.

New stores opened in 2020

Month Store County
March Tau Rogaland
September Lindås Vestland

Store closures in 2020

Month Store County
June Haugenstua Oslo

Store relocations in 2020

Month Store County
January Bryne Rogaland
August Stryn Vestland

Store expansions in 2020

Month Store County
February Moelv Innlandet
February Reknes Møre og Romsdal
April Strusshamn Vestland

The potential closure of the Europris store at Grini in Viken county is still awaiting a hearing in the district court. This was scheduled for April 2020 but has been postponed to November 2020 as a result of Covid-19.

New central warehouse progressing as planned

During the first half of 2019, Europris moved into the new central warehouse in Moss and commenced operations from the low-bay area, taking it past the first milestone in the warehouse project.

The automatic high-bay warehouse became operational in the first quarter of 2020 as the second milestone to be passed. It increased storage capacity at the central warehouse from 34,000 to 99,000 pallet places. Operations in the high-bay warehouse have commenced as planned and the final performance test was completed and approved on 2 October.

The third and final milestone is the automation of goods picking in the low-bay area, which will improve efficiency. This project is progressing as planned and is scheduled to start up in the first half of 2021. Testing the automated picking solution commenced in the third quarter of 2020, after a short delay owing to travel restrictions as a result of Covid-19. This is within the group's overall time frame for the project. With the third and final milestone, all warehouse operations will be concentrated in the new and highly efficient central warehouse in Moss.

From now until 2022 will be a transitional period for Europris, since some additional costs will be incurred before savings from the new warehouse fully materialise. These are estimated at 0.75-1.25 percentage points of group revenues once all the stages have been completed and rent payments for all the old warehouses have ceased. There are no material changes to costs and investments from previous estimates.

Overview of estimated rental costs and non-recurring expenses in the transitional period

2020
NOK million 2019 Q1 Q2 Q3 Q4 2020 2021 2022
Ordinary rent 68 17.9 17.1 16.3 ~ 16.3 ~ 68 ~ 45 ~ 39
Non-recurring rent 14 2.9 3.4 - - ~ 6 ~ 26 -
Non-recurring moving expenses 5 2.0 1.5 0.3 - ~ 4 ~ 3-5 -

Ordinary rent refers to warehouses which Europris will operate from, while non-recurring rent relates to the outstanding term of leases for vacated warehouses. Non-recurring rent in 2021 may be reduced if the premises are sub-let. In addition to non-recurring rent, Europris will have some extra operational costs in 2020 related to both new and old central warehouses.

Overview of estimated investments

2020
NOK million 2019 Q1 Q2 Q3 Q4 2020 2021 2022
IT, office equip. and other Capex 28.0 1.5 3,9 1.0 - ~ 6.4 - -
Automation, high-bay (lease) 52.0 15.9 - 2.8 ~ 9.4 ~ 28.1 - -
Automation, low-bay (Capex) 65.0 1.5 21.6 0.6 ~ 28.4 ~ 52.0 - -

Employees and organisation

During the Covid-19 pandemic, the top priority at Europris is to make sure that the chain adheres to all national guidelines for infection control, and to ensure a safe working environment for employees and a safe shopping experience for customers. The group has established an emergency team which coordinates all infection control measures taken as well as providing information to employees.

Three Europris employees tested positive for Covid-19 during the third quarter. All had mild symptoms, are currently recovered and have returned to work. Europris is collaborating with the local authorities in cases where employees have tested positive to ensure that the situation is handled in the best possible way, and abides by the regulations.

Sick leave in stores is still higher than last year, mainly owning to the advice from the authorities for people to stay at home if they feel possible symptoms of Covid-19, in addition to employees who have been quarantined. Sick leave at the head office and distribution centre was down from last year. One lost-time injury was recorded during the quarter.

Sickness absence Q3 2020 Q3 2019 FY 2019
Stores 8.8% 7.9% 8.3%
Head office and distribution centre 4.9% 6.4% 5.9%

The third quarter is a time when Europris historically conducts a lot of employee training and education. This year, much of the training has been done digitally. Kick-off gatherings in connection with the Christmas season were carried out with small groups in the various districts. This has worked surprisingly well and the employees have given good feedback on how the chain has adapted to a more digitalised working life.

Update on the ÖoB equity transaction

Europris completed its acquisition of a 20 per cent equity stake in ÖoB on 13 December 2019, with payment in Europris shares. As part of the agreement with ÖoB, the group holds an option to acquire the remaining 80 per cent of the ÖoB shares. The option period runs for six months from the date the parties reach agreement on ÖoB´s 2019 EBITDA.

Pricing at both stages is based on an EV/ EBITDA multiple of 7.7, adjusted for net debt and average net working capital.

A financial due diligence process to determine the company's EBITDA for 2019 is scheduled to commence in the fourth quarter of 2020. This forms the basis of the preliminary purchase price for the remaining 80 per cent of the shares in parent company Runsvengruppen AB. The final purchase price will be calculated in accordance with average EBITDA for 2019 and 2020.

Europris will complete a full due diligence of the company before the board of directors decides whether to exercise the option. The group will update stakeholders and the market on a continuous basis.

ÖoB operational and financial update

ÖoB has experienced a positive sales development in the first nine months of 2020, with a growth of 6.7 per cent which increased revenues to SEK 3,076 million (SEK 2,882 million). The chain has opened one new store so far this year and operated 92 stores across Sweden at 30 September 2020.

The growth in sales was highest in the first quarter at 10 per cent, strongly driven by hoarding in connection with the Covid-19 outbreak. In the following months, sales growth stabilised at a somewhat lower level. ÖoB's stores have experienced very mixed effects from the Covid-19 pandemic. While stores in retail parks and on the outskirts of cities achieved strong growth, some downtown stores in Stockholm

as well as stores located close to the Norwegian border saw a sharp decline in sales. All stores have been kept open, but some operate with reduced opening hours.

Sales growth has been driven by an increase in sales per customer, while the total number of customers fell slightly, mainly owing to reduced cross-border trade from Norway and fewer customers in the city stores which normally have a small shopping basket. Non-food categories account for the largest growth, since the summer season was successful. However, ÖoB also has had growth in groceries.

ÖoB's accounts for the first nine months of 2020 showed an EBITDA of SEK 24.6 million (SEK 20.3 million). Figures are unaudited and exclude IFRS 16 effects. Changes in the sales mix in the categories had a negative effect on the gross margin, while costs related to transport of goods to the stores and between warehouses increased.

Sustainable quality in the product range

1212 FINANCIAL REVIEW

Profit and loss – third quarter

Group revenue in the third quarter amounted to NOK 1,897 million (NOK 1,477 million), up by 28.5 per cent. Revenue growth was mainly driven by the 26.5 per cent rise in the chain's like-for-like sales, reflecting solid merchandising and increased demand following the Covid-19 outbreak.

Gross profit for the group was NOK 828 million (NOK 654 million). The gross margin was 43.6 per cent (44.3 per cent).

Over the year, the group reports a calculated gross margin for the stores and any calculation differences are adjusted at the annual stocktaking in the third and fourth quarters. This quarter includes NOK 22 million in positive calculation differences (NOK 33 million), with about NOK 16 million (NOK 29 million) related to the previous three quarters from the fourth quarter of 2019. Adjusted for the stocktaking, the gross margin was 42.8 per cent (42.6 per cent).

Stocktaking this year has been delayed by Covid-19, with 107 directly operated stores (28 stores last year) completing this annual process in the fourth quarter. In the third quarter, the average positive calculation difference per store was on same level as last year, but the total was reduced since fewer stores have completed stocktaking.

Operating expenditure (Opex), excluding non-recurring items, was NOK 425 million in the third quarter (NOK 392 million), a rise of 8.7 per cent. Opex was affected by the 2.6 per cent increase in the number of directly operated stores from 230 to 236, and amounted to 22.4 per cent of group revenue (26.5 per cent).

Adjusted EBITDA was NOK 402 million (NOK 262 million), up by NOK 140 million or 53 per cent.

The adjusted profit before tax was NOK 243 million (NOK 114 million), an increase of NOK 129 million.

The group recognised a net unrealised currency gain of NOK 5 million on hedging contracts and accounts payable (net currency gain of NOK 9 million).

Adjusted EBITDA, NOK million

In accordance with its finance policy, the group has entered into interest-rate agreements to hedge part of the interest-rate fluctuations related to its term loan. A net unrealised loss on the interest swaps amounted to NOK 6 million for the quarter.

The group recorded an estimated profit of NOK 4.3 million (loss of NOK 1.1 million) on its 20 per cent stake in Runsvengruppen AB (ÖoB). This is based on preliminary and non-audited figures from the associated company.

Adjusted net profit for the third quarter of 2020 was NOK 191 million (NOK 88 million).

Profit and loss – first nine months

Group revenue for the first nine months of 2020 amounted to NOK 5,490 million (NOK 4,335 million), up by 26.6 per cent. The key drivers for revenue growth were the 25 per cent increase in the chain's like-for-like sales as well as new store openings and franchise takeovers. The first nine months had two more sales days than the same period of last year.

Gross profit for the group was NOK 2,357 million (NOK 1,854 million). The gross margin was 42.9 per cent, compared with 42.8 per cent for the same period of last year.

Opex excluding non-recurring items came to NOK 1,286 million (NOK 1,171 million). This represented an increase of 9.8 per cent from the same period of last year. Operating expenses were 23.4 per cent (27 per cent) of group revenue. Opex in the first nine months was affected by the increase from 230 to 236 directly operated stores. The group has continued its good overall cost control.

Adjusted EBITDA was NOK 1,071 million (NOK 683 million), up by NOK 388 million or 57 per cent. The adjusted EBITDA margin was 19.5 per cent (15.8 per cent).

Adjusted net profit for the first nine months of 2020 was NOK 445 million (NOK 173 million).

Cash flow

Net change in working capital for the period was positive at NOK 18 million (negative at NOK 179 million). Working capital was affected by timing differences for accounts payable and payment of other provisions and accruals.

Capital expenditure was NOK 82 million (NOK 99 million). The decrease from the year before reflected fewer store projects.

Financial position and liquidity

Financial debt at 30 September 2020 was NOK 2,866 million. Adjusted for the IFRS 16 effect, financial liabilities amounted to NOK 997 million (NOK 1,658 million).

Net debt at 30 September 2020 was NOK 2,822 million (NOK 3,579 million). Adjusted for the IFRS 16 effect, net financial liabilities were NOK 953 million (NOK 1,631 million).

Cash and liquidity reserves for the group at 30 September 2020 amounted to NOK 1,430 million (NOK 463 million).

Changes to the executive management team

Europris has appointed Stina Charlene Byre as its CFO. She comes from Cowi AS, where she has been CFO since 2019. Before joining Cowi, Byre spent 10 years with Orkla, where she held various financial management positions – ending as CFO of Orkla Health Group. She will take up her new role in Europris on a date to be determined later, but no later than 1 April 2021.

In addition to serving as CFO for Orkla Health Group, her management positions within finance at Orkla included CFO of Pierre Robert Group and financial manager at Lilleborg. Before her time with Orkla, Byre spent three years as a consultant at McKinsey & Company. She holds an MBA from the BI Norwegian School of Management and Texas A&M University in the USA. Byre is a Norwegian citizen and resident in Norway.

Outlook

Europris has experienced strong progress in 2020, with profitable growth under current Covid-19 conditions. The sales growth trend has been stable throughout the third quarter and into the first weeks of October.

In October 2020, it appears the pandemic is once again spreading in most European countries, including Norway. It is therefore difficult to provide short-term sales projections for Europris. Based on experience from the early phase of the pandemic and from numerous years of selling goods in high seasons, however, the group is very confident that the team is well prepared for the fourth quarter, which is the most important of the year.

Europris continues to have a healthy pipeline of new stores in the Norwegian market.

Where ÖoB is concerned, Europris has scheduled a financial due diligence process to commence in the fourth quarter.

The group's long-term financial and operational ambitions remain unchanged.

Europris' key strategic priority areas are:

  • strengthen the price and cost position
  • improve the customer experience
  • drive customer growth.

Long-term financial and operational ambitions are:

  • continue to deliver like-for-like growth above the market performance over time
  • aim to open an average of five new stores net per annum, depending on the availability of locations which meet strict requirements for the rate of return as well as the potential for relocations, expansion and refurbishment
  • increase the EBITDA margin over time through improved sourcing and a more cost-effective value chain
  • continue a dividend policy of paying out 50-60 per cent of net profit while maintaining an efficient balance sheet.

Fredrikstad, 29 October 2020

THE BOARD OF DIRECTORS OF EUROPRIS ASA

EUROPRIS ASA Q3-2020

INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT AND LOSS

Figures are stated in NOK 1,000 Notes Q3 2020 Q3 2019 YTD 2020 YTD 2019 FY 2019
Unaudited Unaudited Unaudited Unaudited Audited
Total operating income (group revenue) 1,897,006 1,476,696 5,490,131 4,335,408 6,234,389
Cost of goods sold (COGS) 1,064,294 813,781 3,127,338 2,483,526 3,543,730
Employee benefits expense 282,117 256,193 822,597 715,601 985,347
Depreciation 5 135,859 129,830 407,240 381,343 515,673
Other operating expenses 143,754 139,719 473,318 467,556 611,057
Operating profit 270,981 137,174 659,637 287,383 578,582
Net financial income (expense) (32,707) (26,802) (97,559) (72,564) (98,172)
Profit (loss) from associated companies 7 4.300 (1.100) (1.200) (4.000) -
Profit before tax 242,574 109,272 560,879 210,818 480,410
Income tax expense 52,420 24,282 123,657 47,260 104,974
Profit for the period 190,154 84,990 437,221 163,558 375,436
Attributable to the equity holders of the parent 190,154 84,990 437,221 163,558 375,436

Interim condensed consolidated statement of comprehensive income

Profit for the period 190,154 84,990 437,221 163,558 375,436
Total comprehensive income 190,154 84,990 437,221 163,558 375,436
Attributable to the equity holders of the parent 190,154 84,990 437,221 163,558 375,436

INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Figures are stated in NOK 1,000 Notes 30 Sept 2020 30 Sept 2019 31 Dec 2019
Unaudited Unaudited Audited
ASSETS
Total intangible assets 5 2,058,103 2,043,270 2,044,669
Total fixed assets 5 2,609,500 2,638,403 2,743,235
Total financial assets 6,7 149,620 164,982 151,266
Total non-current assets 4,817,223 4,846,655 4,939,170
Inventories 1,764,668 1,823,390 1,550,331
Trade receivables 149,176 129,635 181,774
Other receivables 6 98,563 87,612 76,417
Cash 44,283 27,225 568,036
Total current assets 2,056,691 2,067,863 2,376,558
Total assets 6,873,914 6,914,517 7,315,727
EQUITY AND LIABILITIES
Total paid-in capital 8 234,946 213,121 234,946
Total retained equity 1,856,799 1,437,673 1,742,923
Total shareholders' equity 2,091,745 1,650,794 1,977,870
Provisions 154,773 90,452 31,763
Borrowings 6 997,000 13,406 14,280
Lease liabilities 6 1,869,363 1,947,852 2,003,993
Other non-current liabilities 6 6,437 - -
Total non-current liabilities 3,027,574 2,051,710 2,050,036
Borrowings 6 - 1,644,766 1,642,007
Current lease liabilities 6 434,186 398,637 414,088
Accounts payable 773,173 628,196 616,769
Tax payable - 12,203 116,380
Public duties payable 241,608 192,664 243,072
Other current liabilities 6 305,627 335,548 255,505
Total current liabilities 1,754,595 3,212,013 3,287,821
Total liabilities 4,782,169 5,263,723 5,337,857
Total equity and liabilities 6,873,914 6,914,517 7,315,727

Fredrikstad, 29 October 2020 THE BOARD OF DIRECTORS OF EUROPRIS ASA

The accompanying notes are an integral part of the interim condensed consolidated financial statements.

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Figures are stated in NOK 1,000 Attributed to equity holders of the parent
Share capital Treasury shares Share premium Other paid
in capital
Retained
earnings
Total equity
At 1 January 2020 166,969 (1,150) 51,652 17,475 1,742,923 1,977,870
Profit for the period - - - - 437,221 437,221
Dividend - - - - (323,346) (323,346)
Other comprehensive income - - - - - -
At 30 September 2020 166,969 (1,150) 51,652 17,475 1,856,799 2,091,745
(unaudited)

Attributed to equity holders of the parent Share capital Treasury shares Share premium Other paidin capital Retained earnings Total equity At 1 January 2019 166,969 (5,370) 51,652 - 1,575,677 1,788,929 Profit for the period - - - 163,558 163,558 Dividend - - - - (298,717) (298,717) Net purchase of treasury shares - (130) - - (2,845) (2,975) Other comprehensive income - - - - - - At 30 September 2019 166,969 (5,500) 51,652 - 1,437,673 1,650,794

(unaudited)

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Figures are stated in NOK 1,000 Notes Q3 2020 Q3 2019 YTD 2020 YTD 2019 FY 2019
Unaudited Unaudited Unaudited Unaudited Audited
Cash flows from operating activities
Profit before income tax 242,574 109,272 560,879 210,818 480,410
Adjusted for:
Depreciation of fixed and intangible assets 5 135,859 129,830 407,240 381,343 515,673
Profit/loss from associated companies (4,300) 1,100 1,200 4,000 -
Changes in net working capital (81,370) 18,004 17,762 (178,582) 160,602
Income tax paid (51,174) - (119,057) (111,936) (124,173)
Net cash generated from operating activities 241,588 258,206 868,023 305,643 1,032,512
Cash flows from investing activities
Purchases of fixed and intangible assets 5 (14,618) (25,755) (81,991) (98,892) (157,029)
Acquisition - (560) (7,979) 514 (2,711)
Net cash used in investing activities (14,618) (26,315) (89,970) (98,377) (159,740)
Cash flows from financing activities
Net change RCF (Revolving Credit Facility) (200,000) (100,000) - - -
Proceeds from borrowings - - 1,000,000 -
Repayment of debt to financial institutions - (4,188) (1,651,675) (6,009) -
Principal paid on lease liabilities (109,567) (104,846) (326,785) (299,307) (430,009)
Dividend - - (323,346) (298,717) (298,717)
Buy-back of treasury shares - - - (2,975) (2,975)
Net cash from financing activities (309,567) (209,034) (1,301,806) (607,008) (731,702)
Net increase (decrease) in cash (82,597) 22,857 (523,753) (399,743) 141,070
Cash at beginning of period 126,880 4,367 568,036 426,967 426,967
Cash at end of period 44,283 27,224 44,283 27,224 568,036

19

Note 1 Corporate information

The interim condensed consolidated financial statements of Europris ASA and its subsidiaries (collectively, the group) for the third quarter and the nine months ended 30 September 2020 were authorised for issue by the board on 29 October 2020.

Europris ASA is domiciled in Norway. The group is a discount variety retailer with stores across Norway.

These condensed interim financial statements have not been audited.

Note 2 Basis of preparation and changes to the group's accounting policies

Basis of preparation

The interim condensed consolidated financial statements for the third quarter and the nine months ended 30 September 2020 have been prepared in accordance with IAS 34 Interim Financial Reporting.

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the group's annual financial statements at 31 December 2019.

New standards, interpretations and amendments adopted by the group

The accounting policies adopted in preparing the interim condensed consolidated financial statements are consistent with those followed in the preparation of the group's annual consolidated financial statements for the year ended 31 December 2019. New standards and intepretations effective at 1 January 2020 do not impact the annual consolidated financial statements of the group or the interim condensed financial statements of the group.

Note 3 Critical accounting estimates and judgements

The preparation of interim condensed financial statements requires management to make accounting judgements and estimates that impact how accounting policies are applied and the reported amounts for assets, liabilities, income and expenses. Actual results may differ from these estimates. The critical accounting estimates and judgements are consistent with those in the consolidated financial statements for 2019.

Note 4 Segment information

The group management is the group's chief operating decision-maker. Reporting to the group management, which is responsible for evaluating profitability and achivements, is on a consolidated basis that forms the basis for the group management's assessment of profitability at a strategic level. The group as a whole is therefore defined and identified as one segment.

Note 5 Fixed and intangible assets

Figures are stated in NOK 1,000 Fixtures and
fittings
Land Right-of
use asset
Software Trademarks Goodwill Total
Carrying amount 1 January 2020 313,396 24,966 2,404,873 45,699 387,573 1,611,397 4,787,904
Financial leases reclassified from IAS 17 (14,142) - 14,142 - - - -
Acquisition of subsidiaries 640 - 15,925 - - 6,334 22,899
Additions 60,678 - 195,412 21,350 - - 277,440
Disposals - - (13,400) - - - (13,400)
Depreciation (53,351) - (339,638) (14,251) - - (407,240)
Carrying amount 30 September 2020 307,221 24,966 2,277,313 52,798 387,573 1,617,731 4,667,603
Fixtures and
fittings
Land Right-of
use asset
Software Trademarks Goodwill Total
Carrying amount 1 January 2019 238,323 23,739 1,988,873 47,167 387,573 1,605,947 4,291,624
Acquisition of subsidiaries 1,544 - 21,291 - - 4,947 27,782
Additions 97,792 1,227 631,240 13,350 - - 743,609
Disposals - - - - - - -
Depreciation (60,575) - (305,053) (15,715) - - (381,343)
Carrying amount 30 September 2019 277,085 24,966 2,336,352 44,802 387,573 1,610,895 4,681,672

Note 6 Financial instruments - fair value

Set out below is a comparison of the carrying amounts and fair values of financial assets and liabilities at 30 September 2020 and 31 December 2019:

Figures are stated in NOK 1,000 30 September 2020 31 December 2019
Carrying amount Fair value Carrying amount Fair value
Financial assets
Loans and receivables
Non-current receivables 24,509 24,509 24,400 24,400
Total 24,509 24,509 24,400 24,400
Financial liabilities
Other financial liabilities
Borrowings 997,000 997,000 1,656,287 1,656,287
Lease liabilities 1,869,363 1,869,363 2,003,993 2,003,993
Current lease liabilities 434,186 434,186 414,088 414,088
Total 3,300,550 3,300,550 4,074,368 4,074,368
Financial instruments measured at fair value through profit and loss
Derivatives - asset
Interest rate swaps - - 605 605
Foreign exchange forward contracts 10,338 10,338 - -
Total 10,338 10,338 605 605
Derivatives liabilities
Interest rate swaps 6,437 6,437 - -
Foreign exchange forward contracts 5,687 5,687 13,409 13,409
Total 12,124 12,124 13,409 13,409

Fair value hierarchy

All financial instruments for which fair value is recognised or disclosed are categorised within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole, as follows:

  • Level 1 Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
  • Level 2 Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
  • Level 3 Valuation techniques for which the lowest level input that is significant to the fair value easurement is unobservable.

For assets and liabilities that are recognised at fair value on a recurring basis, the group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

All the group's financial instruments measured at fair value are classified as level 2.

Specific valuation methods being used to value financial instruments include:

    • fair value of interest rate swaps is measured as the net present value of estimated future cash flows based on observable yield curves
  • fair value of foreign exchange forward contracts is measured by the net present value of the difference between the contractual forward rate and the forward rate of the currency at the balance sheet date, multiplied by the contractual volume in foreign currency.

Note 7 Investment in associated company

In June 2018, the group acquired 20 per cent of Runsvengruppen AB (ÖoB), a Swedish discount variety retailer. ÖoB has its headquarters in Skänninge and runs 92 stores across Sweden.

The Europris group owns 20 per cent of the shares and voting rights in Runsvengruppen AS.

Based on equity value, using a fixed multiple of 7.7 on adjusted EBITDA for ÖoB in 2018, the purchase price was determined as NOK 115.2 million. NOK 4.3 million in transaction expenses has also been recognised as part of the acquisition cost, bringing the total investment to NOK 119.5 million. In addition, the group recorded an estimated profit of NOK 6.4 million from its 20 per cent stake in 2018. No profit or loss are recorded in 2019. An estimated loss of NOK 1.2 million was booked in the first nine months of 2020.

The vendor note issued when closing the deal is converted to 4,349,695 Europris shares, corresponding to 2.61 per cent of the share capital.

Note 8 Treasury shares

The number of treasury shares held by Europris ASA changed as follows in the period from 1 January to 30 September 2020.

Change in number of treasury shares:

Treasury shares 30 September 2020 1,150,305
Sale of shares -
Buy-back of treasury shares -
Treasury shares 1 January 2020 1,150,305

Average cost price for treasury shares are NOK 22.47.

Forward looking statements

The condensed interim report contains forward-looking statements, based on various assumptions. These forward-looking statements reflect current views about future events and are, by their nature, subject to significant risk and uncertainties because they relate to events and depend on circumstances that will occur in the future. Although Europris believes that these assumptions were reasonable when made, it cannot provide assurances that its future results, level of activity or performances will meet these expectations.

24 ALTERNATIVE PERFORMANCE MEASURES

APMs are used by Europris for annual and periodic financial reporting in order to provide a better understanding of Europris financial performance and are also used by management to measure operating performance. In the discussion of the reported operating results, financial position and cash flows, Europris refers to these measures which are not defined by generally accepted accounting principles (GAAP) such as IFRS. Europris management makes regular use of these Alternative Performance Measures and is of the opinion that this information, alongside with comparable IFRS measures, is useful to investors who evaluate the group's financial performance. APMs are adjusted IFRS figures defined, calculated and used in a consistent and transparent manner and should not be viewed in isolation or as an alternative to the equivalent IFRS measure.

  • • Total retail sales are retail sales from all stores, both directly operated and franchise stores.
  • • COGS excluding unrealised foreign exchange effect is the cost of goods sold except for unrealised gains or losses on the foreign currency derivatives and unrealised foreign currency exchange gains and losses on inventory trade payables.
  • • Gross profit represents group revenue less the cost of goods sold excluding unrealised foreign currency effects.
  • • Gross margin is gross profit represented as a percentage of group revenue.
  • • Opex is the sum of employee benefits expense and other operating expenses.
  • • EBITDA (earnings before interest, tax, depreciation and amortisation) represents Gross profit less Opex.
  • • Non-recurring items are expenses which by nature are related to special events outside normal course of business (e.g IPO costs, moving cost, rent for vacated warehouse)
  • • Adjusted EBITDA is EBITDA adjusted for non-recurring items.
  • • Adjusted profit before tax is profit before tax adjusted for non-recurring items.
  • • Adjusted net profit is net profit adjusted for non-recurring items.

  • • Adjusted earnings per share is Adjusted net profit divided by the current number of shares, adjusted by the average of treasury shares.

  • • Working capital is the sum of inventories, trade receivables and other receivables less the sum of accounts payable and other current liabilities.
  • • Capital expenditure is the sum of purchases of fixed assets and intangible assets.
  • • Financial debt is the sum of term loans and financial leases.
  • • Net debt is the sum of term loans and financial leases less bank deposits and cash.

Other definitions

  • • Directly operated store means a store owned and operated by the group.
  • • Franchise store means a store operated by a franchisee under a franchise agreement with the group.
  • • Chain means the sum of directly operated stores and franchise stores.
  • • Like-for-like are stores which have been open for every month of the current calendar year and for every month of the previous calendar year.

Europris ASA Dikeveien 57, P O Box 1421 NO-1602 Fredrikstad

switchboard: +47 971 39 000 email: [email protected]

www.europris.no

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