REPORT BY THE
BOARD OF DIRECTORS 2021
3
FINANCIAL STATEMENTS
OF ANORA GROUP FOR 2021
27
Financial Review 2021
Contents to the Financial Review
REPORT BY THE BOARD OF DIRECTORS 2021 3
Non-financial information 9
Key ratios of the Group 24
FINANCIAL STATEMENTS 27
CONSOLIDATED FINANCIAL STATEMENTS 28
Consolidated income statement 28
Consolidated statement of comprehensive income 28
Consolidated balance sheet 29
Consolidated statement of cash flows 30
Consolidated statement of changes in equity 31
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 32
General information 32
1. Operating result 35
1.1. Revenues from operations 36
1.2. Segment information 36
1.3. Other operating income 38
1.4. Materials and services 39
1.5. Employee benefit expenses 39
1.6. Other operating expenses 39
1.7. Depreciation, amortisation and impairment 40
1.8. Research and development expenditures 40
2. Operative assets and liabilities 41
2.1. Goodwill and other intangible assets 42
2.2. Property, plant and equipment 45
2.3. Leases 47
2.4. Inventories 48
2.5. Contract assets and liabilities (current) 48
2.6. Trade and other receivables (current) 49
2.7. Employee benefit obligations 49
2.8. Trade and other payables 50
2.9. Provisions 50
3. Financial items and capital structure 51
3.1. Finance income and expenses 52
3.2. Financial assets and liabilities 52
3.2.1 Financial assets 52
3.2.2 Financial liabilities 53
3.2.3 Classification and fair values of
financial assets andliabilities 56
3.3. Derivative instruments and hedge accounting 58
3.4. Equity 60
4. Financial and capital risk 62
4.1. Financial risk management 63
4.2. Capital risk management 68
5. Consolidation 69
5.1. General consolidation principles 70
5.2. Changes in group structure 71
5.3. Subsidiaries 72
5.4. Associated companies and joint arrangements 74
6. Other notes 75
6.1. Income tax expense 76
6.2. Collaterals, commitments and contingent assets
andliabilities 80
6.3. Related party transactions 80
6.4. Share-based payments 81
6.5. Adoption of new or amended IFRS standards
andinterpretations 83
6.6. Events after the reporting period 84
PARENT COMPANY FINANCIAL STATEMENTS 85
Anora group plc income statement (FAS) 85
Anora group plc balance sheet (FAS) 86
Anora group plc statement of cash flows (FAS) 88
Notes to Anora Group Plc financial statements 89
BOARD OF DIRECTORS’ PROPOSAL FOR
THEDISTRIBUTIONOFPROFITS 98
THE AUDITORS’ NOTE 98
AUDITOR’S REPORT 99
ESEF ASSURANCE REPORT 105
SYMBOLS
Accounting
Critical estimates and
management judgements
FINANCIAL STATEMENTS
2
Annual Report 2021
REPORT BY THE BOARD OF DIRECTORS
Report by the Board
of Directors
Report by the
Board of Directors 2021
2021 was a historical year with the start of Anora’s journey
as the leading wine and spirits brand house in the Nordics,
and the global industry forerunner in sustainability. During
2021, the COVID-19 restrictions in on-trade and travelling
continued to impact Anora’s market environment in
a significant way. Supported by extraordinary high sales
volumes in monopoly stores, Anora reports strong results
for 2021. In the fourth quarter, Anora was faced with
a historically sharp increase in input costs, with specifically
the cost of barley reaching a record-high level.
Anora’s business model
Anora’s business model is based on offering a complete
portfolio of its own brands and a wide range of prominent
international partner wines and spirits to its customers
KEY RATIOS
2021 2020 2019
Net sales, EUR million 478.2 342.4 359.6
Comparable EBITDA, EUR million 71.7 52.4 44.8
% of net sales 15.0 15.3 12.4
EBITDA, EUR million 62.9 40.3 43.1
Comparable operating result, EUR million 51.2 35.0 26.8
% of net sales 10.7 10.2 7.5
Operating result, EUR million 42.4 22.9 25.1
Result for the period, EUR million 31.2 17.8 18.4
Earnings per share, EUR 0.67 0.49 0.51
Net cash flow from operating activities, EURmillion 50.8 56.1 52.6
Net debt / comparable EBITDA 1.8 -0.1 0.6
Personnel at end of period 1 055 637 632
1. Altia and Arcus merged on 1 September 2021. In the consolidated financial statements, the merger has been accounted for as
a business combination using the acquisition method with Altia determined as the acquirer of Arcus. The consolidated financial
statements include Arcus’s income statement from 1 September 2021 onwards and statement of financial position as of 31 December
2021. Arcus is reported as the fourth segment of Anora. Anora will report according to its new reporting segments as of Q1 2022.
Anora is a leading wine and spirits brand house in the Nordic region and a global industry
forerunner in sustainability. Anora Group also includes Anora Industrial and logistics
company Vectura. Anora’s shares are listed on Nasdaq Helsinki.
in off-trade and on-trade, and in travel retail and exports.
Anora also provides services to its partners utilising
the company’s production, packaging and logistics capacity.
Anora’s industrial products – grain spirits, barley starch,
technical ethanols and feed components – are produced as
by-products from the distillation process and are provided to
B2B customers in various industries. The logistics company
Vectura AS provides logistics services in the Norwegian wine
and spirits market.
Anora’s integrated operating model creates significant
economies of scale in sourcing, production and distribution,
and allows the company to take advantage of its shared
operations – such as consumer research, innovation,
product development and overall knowhow – and use its
centralised support functions efficiently.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
4
Annual Report 2021
Market environment
The global pandemic caused by COVID-19 continued
throughout 2021. In the Nordics, restrictions were mainly
relating to travelling, social gatherings and the on-trade
business. These restrictions and recommendations had
a significant impact on Anora’s channel mix and caused poor
visibility and uncertainty.
Consumers continued to shift purchases of alcoholic
beverages to the monopolies in Finland, Sweden and
Norway. The growth of the monopolies’ volumes in 2021 was
not as significant as in 2020, when the COVID-19 pandemic
started. Nevertheless, monopoly volumes have remained
well above the 2019 levels.
As vaccination coverage increased, COVID-19 certificates
were introduced in several countries as an alternative to
the strict restrictions and to help open society. For example,
in the on-trade channel a good recovery was seen during
the second half of the year. However, as new variants
of the COVID-19 virus were detected new restrictions –
especially in the on-trade channel – were introduced in
December. In travel retail, the recovery was more stable
but slower.
In Altia Industrial, uncertainty was high both in
industrial products and services. Markets for grain, raw
materials, logistics, and energy tightened in the second half
of the year, driving extraordinary price increases for most
supplies. The demand for starch was steady, driven by good
demand from paper and board manufacturing. The demand
for technical ethanol continued at a good level, driven by
steady demand from the markets, whereas demand for
hygiene and, e.g., hand sanitizer products decreased from
the previous year’s record high levels. Due to the continued
increased demand on global markets and increasing raw
material and energy prices, purchased ethanol availability
was very tight and prices continued in an increasing trend
throughout the year. However, volumes in industrial services
showed first signs of recovery from the negative impact of
COVID-19.
In the supply chain, uncertainty caused by COVID-19
was mainly related to the health and safety of employees at
Anora’s production and logistics sites, the availability of raw
materials such as bulk wine, partner goods, and dry goods.
Key events
Closing of Altia and Arcus merger
In 2021, the strategically most important event was
the completion of the Altia and Arcus merger on 1 September
2021.
The diligent process with the competition authorities
in Finland, Sweden, and Norway took a longer timer than
initially expected when the merger was announced. In line
with the competition authorities’ requirements, Altia and
Arcus agreed on brand divestments to Galatea AB. Upon this
agreement, Altia and Arcus announced on 23 July 2021 that all
regulatory approvals had been received. The divested brands
were Altia’s aquavit brands Skåne Akvavit, Hallands Fläder
and Brøndums, cognac brand Grönstedts, Arcus’ aquavit
brand Akevitt Spesial, and spirits brands S.P.R.T. and Dworek.
The combination was implemented as a statutory
cross-border absorption merger whereby Arcus was
merged into Altia and dissolved. As merger consideration,
the shareholders of Arcus received 0.4618 new shares in
Altia for each share owned by them and in aggregate, Arcus’
shareholders received shares representing approximately
46.5% ownership in Anora.
Post-merger integration
With the merger, Anora is targeting annual EBITDA net
synergies of EUR 8-10 million of which 80% are expected to
be realised within two years. The integration has progressed
according to plan and is on schedule and the run-rate of
already realised cost synergies was EUR 5.1 million. The
divestment of brands was completed on 1 October 2021, with
an estimated annual impact on EBITDA of EUR 4.6 million.
The divestment did not affect the annual EBITDA net
synergy target. Post-closing integration costs are estimated
to be EUR 7-9 million in 2021-2022.
Anora’s operating model was announced in October 2021,
and the work to structure operations continued until the end
of December when all negotiations were concluded. Other
on-going integration actions include for example, projects
to insource third party logistics operation in Norway,
Finland and Sweden, and the reorganisation of Anora’s wine
business according to an entrepreneurial-driven, multi-
company structure.
Successful innovations
Successful innovations in wine and spirits are a key growth
driver. In 2021, novelties of Anora’s spirits brands like
Koskenkorva, Linie, O.P. Anderson, Larsen and Xanté,
reaped success in international competitions. During
the year, Anora has taken an active role in shaping
the no-low spirits category by launching novelties with low
ABV, such as liqueurs, ready-to-drinks and seltzers, and also
alcohol-free spirits products.
Anora actively took part in monopolies’ wine tenders
with both partner wines and own wine brands. During
the year, new own wine brands were launched such as Yoko
and Luigi di Grasso. The Chill Out wine brand went through
a thorough rebranding to better respond to consumer trends.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
5
Annual Report 2021
New partners
Anora’s brand portfolio includes a wide range of prominent
international partner wines and spirits. Partner portfolios
are developing all the time and have adapted to meet
consumer trends and demand. In 2021, new partners in wine
were for example, Aveleda and Xavier Vignon in Sweden
whereas Quintessential Brands strengthened Anora’s
portfolio of premium gins.
Leading digital platforms
During 2021, the role of Anora’s digital platforms such as
Viinimaa, folkofolk and, nordicspirits.com, was further
emphasised as consumers strongly continued to shift
towards digital channels.
Viinimaa is the biggest wine platform in Finland and
folkofolk the biggest wine and spirits platform in Sweden.
Anora will continue to build on these platforms and further
strengthen them as important marketing and sales channels
driving consumer traffic to the monopolies’ stores and
e-commerce. Websites and social media channels are also
used for campaigns and digital events.
Sustainable packaging
remains at the core of Anora’s packaging portfolio
development.
In Q1, the new bag-in-box production line was ramped up
at the Rajamäki plant. Anora is now able to produce 100%
recyclable bag-in-boxes.
By the end of 2021, 99.7% of the former Altia’s PET
bottle portfolio was rPET bottles made from at least 25% of
recycled plastic.
At the Gjelleråsen plant, bottle capsules have been
changed to one plastic capsule type for all main bottle
formats. This has brought increased efficiency in production,
and as of November 2021, all the main bottles on the PET
line were applicable for the Nordic deposit systems.
Events in Altia Industrial
At the Rajamäki plant, the new equipment for liquid
dealcoholisation was ramped up to support expansion in
the growing no-low category. The first products produced
were the non-alcoholic wine-based Blossa Glöggs.
In July, Altia signed an agreement to sell its shareholding
in Chemigate Oy to Berner Oy, allowing the company to
focus on more strategic and value-adding products at
the Koskenkorva Distillery.
In October, the Koskenkorva Distillery was granted The
Year Award in the Starch Europe’s Safety Program, which
is given to plants with a full calendar year without lost time
incidents (LTI).
To mitigate the impact of the record-high cost of barley,
the Koskenkorva Distillery’s running speed was lowered at
the end of the year. In total, 208.5 (214.1) million kilos of
grain were used at the plant.
Aiming for carbon neutral production
In Q3, a new heat recovery system was installed at
the Koskenkorva Distillery. The new system aims to increase
heat circulation within the distillery and the target is to
reduce steam power generation by 10% and achieve a slightly
higher reduction in CO
2
emissions at the Koskenkorva
Distillery. The new heat pump system is expected to be taken
into use during Q2 22.
In 2021, the Koskenkorva Distillery’s own bioenergy
plant achieved a record-high self-sufficiency rate of 67%
(65%). The Distillery’s CO
2
emissions have been reduced by
58% compared to the 2014 base year.
Recognition for sustainability work
Anora was named “Sustainability Trailblazer” in the first
sustainability-focused event for the travel retail industry
thanks to the Koskenkorva Climate Action initiative.
Anora was awarded a Gold Medal in the EcoVadis
Corporate Social Responsibility rating with 71/100 points,
which is higher than 97% of all the companies rated.
Strategy and financial targets
Since the completion of the Altia and Arcus merger, Anora’s
strategic focus has been on business continuity and merger
integration. The work to define Anora’s growth strategy and
financial targets has been initiated and it is expected to be
finalised during Q2 2022.
Research and development activities
The Group’s direct research and development expenditure
amounted to EUR 3.5 (1.6) million and was related to
the product development of alcoholic beverages.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
6
Annual Report 2021
Financial review
Net sales, profitability and result for the period
In 2021, Anora Group’s net sales increased by 39.7% and
were EUR 478.2 (342.4) million. Growth in constant
currencies was 38.3%. Arcus was consolidated to Anora as
of 1 September 2021, having a positive impact of EUR 115.8
million on net sales. In addition, former Altia segments
contributed to net sales growth. In the Finland & Exports
segment, growth was mainly driven by the higher spirits
sales in travel retail and exports. In the Scandinavia
segment, net sales grew in all markets (Sweden, Norway
and Denmark) driven by higher spirits sales. In Altia
Industrial, growth was mainly driven by the higher contract
manufacturing volumes and pricing due to the increased cost
of barley.
Comparable EBITDA, i.e. EBITDA excluding items
affecting comparability (IAC), was EUR 71.7 (52.4) million,
which was 15.0% (15.3%) of net sales. Arcus has been
consolidated to Anora as of 1 September 2021, having
a positive impact of EUR 19.8 million on comparable
EBITDA. Items affecting comparability totalled EUR -8.8
(-12.1) million and were mainly costs related to the Altia
and Arcus merger. Reported EBITDA was EUR 62.9
(40.3) million.
Other operating income amounted to EUR 10.5 (6.2)
million, mainly including proceeds from the divestment of
brands (trademarks and related inventory) of EUR 3.7 (0.0)
million; proceeds from sales of fixed assets of EUR 0.0 (0.0)
million; income from the sales of mainly steam, energy and
water of EUR 3.4 (3.3) million; and rental income of EUR 1.7
(1.4) million.
Expenses for materials and services totalled EUR 266.1
(192.5) million. Employee benefit expenses totalled EUR
69.6 (49.1) million, including EUR 54.2 (38.5) million in
wages and salaries. Other operating expenses amounted to
EUR 90.2 (66.6) million.
Net financial expenses amounted to EUR 5.5 (3.3)
million. The share of profit in associates and joint ventures
and income from interests in joint operations totalled EUR
1.7 (1.2) million.
Income tax expense was EUR 7.4 (3.5) million,
corresponding to an effective tax rate of 19.1% (16.5%).
The result for the period amounted to EUR 31.2 (17.8)
million, and earnings per share were EUR 0.67 (0.49).
The below tables illustrate net sales and comparable
EBITDA by reporting segments.
Cash flow and balance sheet
In 2021, net cash flow from operations totalled EUR 50.8
(56.1) million. The decline in net cash flow from operations
was driven by the development in net working capital.
The net working capital development was negative due to
the gradual recovery of travel retail, exports, and on-trade
channels increasing receivables, and the calendar effect in
VAT and excise tax payables. The receivables sold, mainly
former Altia’s monopoly receivables, amounted to EUR 81.4
(91.9) million at the end of the reporting period.
At the end of the reporting period, the Group’s net debt
amounted to EUR 126.0 (-3.9) million. The increase in net
debt was due to the Altia and Arcus merger as the balance
sheet of former Arcus included significant lease liabilities
due to IFRS 16 standard relating mainly to Gjelleråsen plant
and bank debt. Cash and cash equivalents amounted to
EUR 168.9 (130.7) million, while the interest-bearing debt
amounted to EUR 126.0 (-3.9) million. The gearing ratio at
the end of the reporting period was 24.8% (-2.5%), while
the equity ratio was 41.2% (34.3%). The reported net debt
to comparable EBITDA was 1.8 (-0.1) times. Anora Group’s
liquidity position was strong throughout the period.
NET SALES BY SEGMENT
EUR million 2021 2020 Change %
Finland & Exports 122.5 117.2 4.5
Scandinavia 129.8 123.9 4.7
Altia Industrial 110.0 101.2 8.7
Arcus 115.8
Total 478.2 342.4 39.7
COMPARABLE EBITDA BY SEGMENT
EUR million 2021 2020 Change %
Finland & Exports 21.0 19.8 6.1
Scandinavia 15.8 14.2 10.7
Altia Industrial 14.2 17.9 -20.6
Arcus 19.8
Other 0.9 0.5 67.6
Total 71.7 52.4 36.8
% of net sales 15.0 15.3
The Group has a revolving credit facility of EUR 60.0
(60.0) million, of which EUR 0.0 (0.0) million was in use
at the end of the reporting period. The Group has two
overdraft facilities, NOK 800 million and EUR 10 million.
The nominal value of commercial papers issued amounted to
EUR 20.0 (40.0) million at the end of the reporting period.
The total in the consolidated balance sheet was EUR
1 233.3 (455.6) million at the end of the period.
In 2021, gross capital expenditure totalled EUR 5.4 (7.0)
million. At the Rajamäki plant, two major investments were
ramped up: equipment for liquid dealcoholisation capability
and a new bag-in-box-line. Capital expenditure was also
allocated to replacement investments and to improve energy
efficiency and work safety.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
7
Annual Report 2021
Personnel
On 31 December 2021, Anora Group had 1 055 (637)
employees, of whom 393 (378) were in Finland, 159 (115)
in Sweden, 21 (4) in Denmark, 365 (23) in Norway, 32 (34)
in Latvia, 58 (58) in Estonia, 24 (25) in France and 3 in
Germany. The increase in personnel is due to the Altia and
Arcus merger. The average number of personnel in 2021,
including the average number of personnel for Arcus during
September-December 2021, was 799 (682) employees.
After the merger in September, Anora initiated
collaborative dialogues on organizational changes with
employees and union representatives in Finland, Sweden, and
Norway. The company offered versatile career opportunities
to employees, and there were only minor reductions in
the number or personnel. The new organisation started on
1 January 2022. Employee representation in the Board of
Directors was established in 2021, and two employees from
the combined company were elected to the Board.
The annual Altia Tasting survey provides valuable
information on employees’ engagement, leadership, team
performance and well-being. In 2021, all the indices
improved. Anora wants to ensure an inclusive and safe
workplace for all employees. The Nordic values of equality
and diversity are at the core of Anora’s organisational culture
based on a culture survey and workshops held in both Altia
and Arcus. Shaping the company culture will continue
in 2022. The safety of employees during the continued
pandemic was ensured with regular information and
updated guidelines, and no major disruptions happened in
production and logistics.
EMPLOYEE BENEFIT EXPENSES
EUR million 2021 2020
Wages and salaries 52.6 38.1
Pension expenses
Defined contribution plans 7.4 5.9
Defined benefit plans 0.0 -
Share-based payments 1.6 0.3
Other social expenses 7.9 4.7
Total 69.6 49.1
The total wages and salaries of personnel consists of
fixed and variable pay, allowances, short and long-term
incentives, and fringe benefits. The Group has recognised
the total amount of incentives of EUR 4.3 million (2020:
EUR 5.7 million) in the form of cash bonuses. Employee
benefit expenses include personnel related restructuring
costs of EUR 0.5 million (2020: EUR 0.3 million).
Share-based incentive scheme
The Board of Directors of Altia decided on 17 August 2021
to adjust the structure of the Altia Performance share plan
2019-2021 and 2020-2022 from a share and cash-based
settlement to a cash-based settlement due to the Altia
and Arcus merger. The participants will receive a cash
settlement compensation based on a prorated target setting
for a relative total shareholder return of Altia’s share
and earnings per share. The earning period of the plan
2020-2022 had been modified to 2 years and two months
instead of 3 years. The payments will be made in January
2022 and April 2022. If the individual’s employment
with Anora Group terminates before the payment date of
the reward, the individual is, as a main rule, not entitled
to any reward based on the plan. The former Altia’s CEO,
members of the Executive Management Team and selected
key employees were part of the share-based, long-term
incentive scheme.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
8
Annual Report 2021
Non-financial information
Sustainability is a key success factor for businesses,
particularly when operating in the EU with increasing
legislation regarding corporate sustainability. The core
sustainability topics that united Altia and Arcus prior to
the merger, including efforts to mitigate climate change,
moves to a more circular economy, climate-smart packaging
and promoting a responsible drinking culture, continue to
drive the newly formed Anora going forward.
Both Altia and Arcus had experience of reporting on
sustainability in line with corporate responsibility reporting
for the respective state-owned companies. Altia also
reported in accordance with the Global Reporting Initiative’s
(GRI) framework, an effort that Anora is continuing.
The review and integration of policies and data
gathering of the former two companies has been initiated
and will continue in 2022. Further, in 2022, Anora will
also take an in-depth look at the sustainability plans and
undertake a materiality assessment in order to form a new
sustainability roadmap, in line with rising stakeholder
expectations, to ensure that the company is, indeed, a global
industry forerunner in sustainability.
This non-financial information describes, in accordance
with the Finnish Accounting Act, Anora’s approach to
the management of environmental, social and employee
matters, as well as matters related to respect for human
rights and anti-corruption and bribery in its operations, and
mainly covers the former Altia.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
9
Annual Report 2021
b) Environmental risks and their management
Environmental risks are assessed regularly as part of
the assessment of Anora’s environmental impacts and Anora
Group’s risk management.
The principal environmental risks identified include
climate change, natural disasters, possible leaks into the soil
or waterways (including groundwater areas), overruns of
the waste-water quality limits in Anora’s environmental
permits, and the costs related to maintaining compliance
Environmental matters
Environmental goals and targets for the new company
Anora will be set, monitored, and reported on going
forward. In this year’s report, the former Altia’s and Arcus’s
most significant environmental impacts are in focus. The
same applies to the other non-financial reporting topics in
this section.
a) Policies and ways of working
Anora’s work on environmental matters focuses on
minimising the environmental impacts of the company’s
own operations, improving material and resource efficiency,
and in developing products and packaging to achieve a lower
environmental impact. With Vectura, Anora’s logistics
service provider in the Norwegian market, there is a renewed
focus on the minimisation of emissions.
In previous assessments, energy consumption, water
consumption, wastewater and its quality, as well as
waste generation, were identified as the most significant
environmental impacts in former Altia’s own operations.
The current standards, policies, and principles relevant to
Anora’s environmental work include:
• Code of Conduct
• Quality, Safety and Environmental policy
• ISO 14001:2015 Environmental Management System;
the certification covers former Altia’s operations in
Finland
c) Outcome and KPIs
KPI 2021 2020* 2019*
Energy efficiency
(MWh/m
3
of product or tonne of product)
Koskenkorva: 0.81
Rajamäki and Tabasalu: 0.32
Gjelleråsen: 0.27
Koskenkorva: 0.71
Rajamäki and Tabasalu: 0.28
Koskenkorva: 0.79
Rajamäki and Tabasalu: 0.27
Water efficiency
(m
3
/m
3
of product or tonne of product)
1
Koskenkorva: 2.05
Rajamäki and Tabasalu: 2.39
Gjelleråsen: 1.9
Koskenkorva: 2.33
Rajamäki and Tabasalu: 2.01
Koskenkorva: 1.88
Rajamäki and Tabasalu: 1.65
Quality of wastewater
(kg COD/m
3
of product or tonne of product)
2
Koskenkorva: 4.24
Rajamäki and Tabasalu: 2.14
Gjelleråsen: 16.7 (2020)
Koskenkorva: 4.09
Rajamäki and Tabasalu: 2.09
Koskenkorva: 4.24
Rajamäki and Tabasalu: 2.29
Rate of recycling and recovery Koskenkorva, Cognac, Rajamäki
and Tabasalu: 99.5%
Gjelleråsen: Approx 100%
Koskenkorva, Cognac, Rajamäki
and Tabasalu: 99.5%
Koskenkorva, Cognac, Rajamäki
and Tabasalu: 99.7 %
Monetary value of environmental fines and
number of non-monetary sanctions
0 0 0
1
The KPI for water efficiency does not include Industrial Product’s Rajamäki plant because the KPI is not material for the operations.
2
The KPI for the quality of wastewater is not monitored at the Tabasalu plant.
* Figures for 2020 and 2019 include former Altia only.
All figures displayed are for annual periods of January-December.
with increasingly strict environmental regulations, as well as
the fines and sanctions resulting from any non-compliance
with the said regulations.
The risks are managed through various measures,
including the maintenance of an environmental
management system in accordance with the ISO 14001:2015
standard (in Finland), regular monitoring of wastewater
quality, ownership of land in groundwater areas and
monitoring of legislative developments.
One of the group’s core environmental goals is carbon
neutral own production by 2025. Core goal for climate-
friendly packaging is that by 2025, all of the company’s
packaging solutions will be 100% recyclable. Anora’s
sustainability efforts focus on carbon reductions, the circular
economy and waste management, energy and emissions,
and water stewardship. These goals are according to former
Altia’s sustainability roadmap and new environmental goals
for Anora will be set in 2022.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
10
Annual Report 2021
Social and employee matters
Anora’s social and employee impacts relate to product
quality and safety, occupational health and safety, diversity
and inclusion and human rights in the supply chain. In
2022, new social targets for Anora will be set, monitored,
and reported on going forward.
Product quality and safety matters
a) Policies and ways of working
Product quality and safety are top priorities and Anora
markets products responsibly, in compliance with applicable
marketing laws and provides consumer information, as
required.
The key processes related to product quality and
safety have been defined and the relevant instructions
are maintained in Anora’s management system. Key
performance indicators regarding quality targets are
monitored monthly. At former Altia plants, current KPIs
concern quality costs, customer claims and the proportions
of deviating batches.
The standards, policies and principles relevant to the safety,
quality, marketing and consumption of Anora’s products
include:
• Code of Conduct
• ISO 9001:2015 Quality Management System;
the certification covers Altia’s operations in Finland,
the Tabasalu plant in Estonia, and the Gjelleråsen plant
in Norway
• FSSC2200 v.5.1 Food Safety Management standard;
the certification covers Altia’s Rajamäki plant
• Quality, Safety and Environmental Policy
• Marketing Guidelines
• FairTrade certification for Rajamäki and Altia Plc.
• The Koskenkorva distillery, the Rajamäki alcoholic
beverage plant, Tabasalu Beverage plant (deliveries and
storage) and the distillery in Sundsvall are certified for
organic production
• The laboratory at Gjelleråsen is accredited and certified
according to ISO 17025
b) Product quality and safety related risks
and their management
The principal quality and safety risks that have been
identified include a failure to comply with hygiene
requirements, a lack of consistency in the quality of
products, any contamination of products, as well as defects
in raw materials or packaging. Such incidents can lead
to product recalls or make the company subject to legal
claims. As the alcohol business is highly regulated, stricter
regulations regarding the marketing and advertising of
alcoholic beverages or their taxation, for example, could
have an impact on the company’s operations.
To manage risks of this type, Anora maintains quality
and food safety in accordance with international standards
and legal requirements. Quality is monitored continuously
during production by means of line inspections and testing,
as well as the analysis of end products. Instructions and
process are maintained in view of possible recalls and
situations are practised regularly by way of phantom testing.
Applicable legislation and any developments therein are
reviewed regularly.
c) Outcome and KPIs
KPI 2021 2020* 2019*
Amount of income taxes paid and excise
taxes collected
1
EUR 598.4 million excise taxes and
EUR 7.4 million income taxes
EUR 469.1 million EUR 435 million
1
The full tax footprint is presented in the Sustainability section of Anora’s Annual Report.
2
2021 figures include former Altia’s annual figures and former Arcus’s data from the period September-December 2021
* Figures from 2020 and 2019 include ex-Altia only.
Anora’s tax footprint is significant when compared to
company net sales, due to excise duties.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
11
Annual Report 2021
Employee matters
a) Policies and ways of working
Anora is committed to building a culture with a motivating
and supportive working environment based on safety,
openness, equality, and trust.
Anora wants to ensure safe and healthy working
conditions for all its employees and people whose workplace
or work conditions can be affected by the company. The
goal is to reduce sickness absences, the number of accidents
and the number of absences caused by accidents. During
2021, the ongoing COVID-19 pandemic continued to have
an impact on Occupational Health and Safety, and Anora
worked with occupational healthcare professionals to help
take the best possible care of the health of Anora’s employees.
At the beginning of 2020, the occupational health and safety
management system of the Finnish units was awarded
the ISO 45001:2018 Occupational Health and Safety standard
certification. This more stringent certification system replaced
the previous OHSAS 18001 standard.
To prepare for the official formation of Anora in
autumn 2021, a number of personnel-related initiatives
were implemented. In September 2020, a first notice of
the upcoming merger was published. In addition, in late
2020, a “Leading change” transition assistance course began
with around 100 managers throughout the two companies
that were then separate, and further implemented
throughout 2021. Activities were implemented to help
build a joint culture, exchange information, and provide
opportunities for employee feedback.
Due to the merger, the business model and organisation
were redesigned, and employee cooperation negotiations
were held. The number of permanent layoffs affecting
personnel following the formation of Anora was low and
employees were supported by offering outplacement or
training services.
The standards, policies and principles relevant to employee
and worker matters include:
• Code of Conduct
• ISO 45001:2018 Occupational Health and Safety
Management System; covers Altia’s operations in Finland
• Quality, Safety and Environmental Principles
• Anora anti-harassment policy (2021)
• Employee Alcohol policy
• amfori BSCI Code of Conduct
Anora is elaborating a diversity policy, to be published
during 2022.
b) Employee risks and their management
The risks are assessed as part of Anora’s risk management.
The principal employee risks relate to Anora’s ability to recruit,
develop, motivate, and retain the right know-how and succeed in
daily leadership, the maintenance of good collaboration practices
with employees and their unions, as well as the occurrence of
accidents. To manage the risks, Anora develops its employer
value proposition, recruitment, and retention, conducts
the employee satisfaction survey, on an annual basis, and
maintains frequent collaboration with unions.
c) Outcome and KPIs
KPI 2021 2020 2019
Sickness absence former Altia, % 4 4 3.7
Sickness absence former Arcus
1
, % 4.8 6.2 5.7
Accident absence rate without commuting former Altia, LTIF 5 7 9
2
Accident absence rate without commuting former Arcus
1
, LTIF
3
10.5 12.1 7.1
Accident absence former Altia, % 0.06 0.05 0.07
Number of accidents former Altia, LTI 6 8 11
2
Number of accidents former Arcus1, LTI
3
8 9 5
1
Figures for former Arcus companies in Norway, including Vectura.
2
2019 LTIF and number of accidents for former Altia is reported without commuting.
3
Due to differences in calculation methods, the figures of former Altia and former Arcus are not directly comparable.
One of the key focus areas in personnel development in
2021 continued to be work safety, particularly among Anora
employees at the plants. The company’s core goal is that by
2030, Anora will have zero absences due to injuries.
The results of the indicators for occupational health and
safety are presented in the table above. There were no fatal
work-related accidents during the year.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
12
Annual Report 2021
Respect for human rights
a) Policies and ways of working
Anora is committed to respecting and promoting human
rights and international labour standards in accordance with
the United Nation’s (UN) Universal Declaration of Human
Rights and the key conventions of the International Labour
Organization (ILO) and expects the same from its suppliers,
partners, and subcontractors.
Anora’s most relevant human rights impacts are related
to the sourcing of wines, spirits, and raw materials. As
a member of amfori BSCI and amfori BSCI’s Sustainable
Wine Programme to develop responsible sourcing, Anora is
committed to furthering the principles of the amfori BSCI
Code of Conduct in its supply chains.
Anora’s due diligence process is currently composed of
mapping the supply chains of Anora’s products and their
components, using a questionnaire to gather information
about suppliers’ and partners’ responsibility work,
contractual obligations as well as participation in and
utilisation of the tools offered by amfori BSCI, including
third party audits. Anora has a whistleblowing channel
open to all stakeholders, maintained by an independent
third party.
The standards, policies and principles relevant to Anora’s
work with human rights matters include:
• Code of Conduct
• amfori BSCI Code of Conduct
• Code of Conduct for Suppliers and Subcontractors
• Anora anti-harassment policy (2021)
b) Human rights risks and their management
The principal human rights risks are related to Anora’s
business relationships and primarily concern labour
and human rights in the wine, spirits, and raw material
supply chains. Anora’s customers have expectations of
social compliance within supply chains, and any human or
labour right violation by Anora’s suppliers, sub-suppliers
or partners could lead to customers ending purchases of
a given product. Anora is a member of amfori BSCI and
has adopted amfori BSCIs Code of Conduct throughout its
operations. To ensure that all of these principles are met,
amfori BSCI uses audits as a compliance method. In Sweden,
Anora also uses the sustainability platform Worldfavor
to help create traceability throughout the supply chain to
address risks and irregularities identified in connection with
working conditions, human rights, and environmental work.
Systembolaget’s framework for sustainable sourcing, as well
as Anora’s own policy for sustainable sourcing, is followed.
c) Outcome and KPIs
No amfori BSCI audits were conducted in 2021, due to
the pandemic. A new audit plan will be made in 2022.
KPI 2021 2020 2019
Share of purchases from risk countries as identified in amfori BSCI risk country classification
1
2% 2% 2%
Number of grievances related to human rights reported through the whistleblowing channel
2
0 0 0
1
Figures for former Altia. Due to differences in reporting, the data for former Arcus non-conforming to Altia’s reporting method.
2
Figures for former Altia. The method for reporting grievances differed for former Arcus and the data for 2021 are thus non-conforming. No grievances related to human rights were
reported via former Arcus’ internal whistleblowing process in 2021.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
13
Annual Report 2021
Anti-corruption and -bribery matters
a) Policies and ways of working
Anora has zero tolerance towards bribery and corruption.
The company is committed to operating fairly and to not
offering improper benefits to any party. Anora also expects
its representatives, consultants, agents, subcontractors,
and other business partners to unconditionally refrain from
corruptive behaviour when performing services for Anora
or on its behalf. Anora does not support, either directly
or indirectly, political parties or organisations. Nor does
the company participate in financing election campaigns of
individual candidates.
Anora’s Code of Conduct describes the company’s
commitment to ethical business conduct. Every employee is
familiarised with the company’s Code of Conduct, including
the anti-bribery and corruption activities. Anora has
a whistleblowing channel maintained by an independent
third party, open to all employees and external stakeholders.
All concerns raised, whether through the channel or
through other means, are investigated in accordance with
an established process to ensure accuracy, anonymity,
and fairness.
The standards, policies, and principles relevant to anti-
corruption and -bribery matters include:
• Code of Conduct
• Anti-Bribery and Corruption Policy
• Whistleblowing channel
b) Anti-corruption and -bribery risks
and their management
The risks are assessed as part of Anora’s risk management.
The principal risks associated with anti-corruption and
bribery matters include, in addition to possible fines and
penalties, a reputational risk caused by any act of corruption
or bribery, especially related to Anora’s key persons and
business partners. Given that alcohol is a highly regulated
c) Outcome and KPIs
KPI 2021 2020 2019
Communication and training on anti-
corruption policies
1
New employees have completed
an on-line course. Internal
communications have been done.
New employees have completed
an on-line course. Internal
communications have been done.
Online course on Altia's Anti-
Bribery and -Corruption Policy
organised for the entire personnel.
Internal communication on ethical
business conduct.
Number of anti-corruption and
bribery incidents reported through the
whistleblowing channel
2
0 0 0
1
Information for former Altia. At former Arcus, anti-corruption issues were included in the onboarding process for new employees.
2
Figures for former Altia. The method for reporting grievances differed for former Arcus and the data for 2021 are thus non-conforming. No grievances related to anti-corruption or
bribery incidents were reported via former Arcus’ internal whistleblowing process in 2021.
Former Altia’s whistleblowing channel has been in use since
2017. One report was submitted through the whistleblowing
channel in 2021. The case related to more general human
resource practices, not a singular incident, and was dealt
with according to the company’s policy.
business, obtaining and maintaining the necessary licenses
and permits are associated with a risk of corruption or
bribery, especially in countries high on the corruption index.
These risks are managed through contractual obligations,
third party due diligence inspections concerning suppliers
and distributors where necessary, as well as internal training
on Anora’s Anti-Bribery and Corruption Policy.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
14
Annual Report 2021
Disclosure according to
the EU Taxonomy Regulation
In order to reach EU’s ambitious climate and environmental
targets, the European Parliament and Council introduced
a framework, the EU Taxonomy, in 2019. The Taxonomy
aims to provide a clear definition for environmentally
sustainable economic activities and thus, direct capital into
the green transition. The extensive piece of legislation is
evolving and will eventually include detailed criteria for six
environmental objectives related to, for example, climate
change and the circular economy. In its current form,
the Taxonomy specifies economic activities and their more
detailed technical screening criteria for two climate-related
objectives: climate change mitigation and adaptation.
According to the regulation (EU) 2020/852, non-
financial undertakings are required to disclose information
about the Taxonomy-eligibility of their activities, including
the eligible share of their turnover, CapEx and OpEx for
the reporting year 2021. For the reporting year 2021, Anora
undertook an assessment of the Taxonomy-eligibility of
its entire business, and the results are presented as part of
this disclosure.
Assessment of compliance with the Taxonomy
Regulation (EU) 2020/852
Anora is a leading Nordic player in the production, import,
sale and distribution of wine and spirits. Anora’s business
operations also include industrial operations in distillation,
bottling and logistics services as well as the production of
technical ethanol products, neutral potable ethanol, feed
components and barley starch. As part of its Taxonomy-
assessment, Anora evaluated all its business segments
against relevant economic activities listed in the EU
Taxonomy Climate Delegated Act. The relevant economic
activities were identified by using the European NACE
classification system.
According to Anora’s assessment, its main business as
a wine and spirits company is not Taxonomy-eligible. In
its current state, the focus of the Taxonomy is on economic
activities with the greatest potential or need for emissions
reductions. There are still many industries and activities,
such as food and beverage and retail, that are currently not
in the scope of the Taxonomy. The non-Taxonomy-eligibility
of these industries should be taken as an indication of
their more climate neutral nature compared to the other
industries currently identified in the Taxonomy.
Anora’s industrial products business that consists of
the production of, for example, technical ethanol and
barley starch is not Taxonomy-eligible either. Whereas
the Taxonomy sets evaluation criteria for the manufacturing
of organic basic chemicals such as styrene, it does not
include products that Anora considers to be their more
sustainable alternatives. Anora’s ecological and non-
toxic alternatives that replace, for example, oil-based or
synthetic chemicals cover more than 20% of the former
Altia Industrial’s net sales. Even though these alternative
products have clear environmental benefits, they cannot
be classified as Taxonomy-eligible under the current
climate-related criteria.
The Taxonomy-eligibility of Anora’s logistics services can
be assessed according to the economic activity 6.6 Freight
transport services by road. Regarding Taxonomy-eligible
turnover, Anora has evaluated the outbound logistics
services carried out with its own vehicle fleet that meets
the EURO VI emissions standard (84% of total fleet).
1.1.1 In terms of Taxonomy-eligible capital expenditure,
Anora identified investments in its manufacturing facilities
related to, for example, replacements of fluorescent lighting
systems with LED lights and an oil-based heating system
with an air-to-water heat pump. These investments were
deemed Taxonomy-eligible on the basis of purchased
output from other companies’ Taxonomy-eligible activities,
notably the activities 7.3 Installation, maintenance and
repair of energy efficiency equipment, and 7.6 Installation,
maintenance and repair of renewable energy technologies.
During the reporting year, Anora also made other investments
that significantly improve the energy efficiency of its
production processes. However, since these investments are
connected to a manufacturing activity that is not considered
Taxonomy-eligible itself, Anora has applied the precautionary
principle and excluded them from its Taxonomy reporting.
Anora does not report on Taxonomy-eligible operating
expenditure for the reporting year 2021, as the company’s
financial monitoring system currently does not recognise
the operating expenses on the level that the Taxonomy
requires. Anora continues to monitor the developments
in the Taxonomy Regulation, its interpretations and best
practice applications, and will assess potential adjustments
in the Group’s financial monitoring practices.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
15
Annual Report 2021
Accounting principles and contextual information
on the economic key performance indicators
Anora’s Taxonomy-eligible turnover (the numerator of
the turnover KPI) was determined by estimating the share of
turnover from Taxonomy-eligible outbound transportation
from the total turnover from the customer contracts of
Anora’s logistics services. As Anora’s logistics services also
cover a variety of other non-Taxonomy-eligible activities,
such as administration and warehousing, the proportion
of turnover from transportation activities alone was
determined by using a proxy based on the operating costs
of the transportation activities. For more information on
Anora’s principles for defining net sales (the denominator of
the turnover KPI), see section Financial Statements note 1.1.
KEY PERFORMANCE INDICATORS ON TAXONOMY-ELIGIBLE ECONOMIC ACTIVITIES
Economic Key Performance Indicator
Total,
EUR million
Taxonomy
eligible, %
Taxonomy
non-eligible, %
Turnover 478.2 0.8% 99.2%
6.6. Freight services by road 0.8% 99.2%
Capital expenditure 252.8 0.1% 99.9%
7.3. Installation, maintenance, and repair of energy efficiency equipment 0.11% 99.89%
7.6. Installation, maintenance, and repair of renewable energy technologies 0.01% 99.99%
Operating expenditure N/A N/A
The Taxonomy-eligible capital expenditure (the
numerator of the CapEx KPI) is related to the repair and
maintenance of assets with the aim of improving the energy
efficiency of Anora’s properties. The Taxonomy-eligibility
of investments was determined based on the purchase of
output from other companies’ Taxonomy-eligible activities,
as described above. During the reporting year 2021, Anora
did not have a CapEx plan aiming at Taxonomy-alignment as
defined in the Regulation (EU) 2020/852 but the company
will assess its applicability to its operations. For more
information on Anora’s principles for defining capital
expenditure (the denominator of the turnover KPI), see
section Financial Statements note 2.1 and 2.2.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
16
Annual Report 2021
Governance
Anora complies with the Finnish Corporate Governance
Code and detailed information about Anora’s Corporate
Governance Principles, as approved by Anora’s Board of
Directors, is available on Anora’s website:
https://anora.com/en/investors/governance. Separate
Corporate Governance and Remuneration Statements for
2021 will be published during week 16.
Annual General Meeting 2021
Altia’s Annual General Meeting (AGM) held in Helsinki
on 19 March 2021 adopted the financial statements and
discharged the members of the Board of Directors and
the CEO from liability for the financial year 2020.
The AGM also adopted the Remuneration Report for
the governing bodies.
The AGM re-elected PricewaterhouseCoopers Oy as
the company’s auditor.
Dividend distribution
The AGM approved the proposal by the Board of Directors to
pay a dividend of EUR 0.35 per share for the financial year
2020. The dividend was paid on 30 March 2021.
Further, based on the proposal by the Board of
Directors, the AGM decided to renew the Board of
Directors’ authorisation to resolve on an extra dividend of
EUR 0.40 per share in conneeion with the completion of
the merger of Altia and Arcus. The authorisation, which
would have expired at the AGM had it not been renewed,
was granted by the Extraordinary General Meeting held on
12 November 2020. The Board decided on the payment of
the extra dividend on 25 August 2021, which was paid on
3 September 2021.
Board of Directors
Until the closing of the Altia and Arcus merger on 1
September 2021, the members of Altia’s Board of Directors,
elected by the AGM were: Jukka Leinonen, Tiina Lencioni,
Jyrki Mäki-Kala (Vice Chairman), Jukka Ohtola, Anette
Rosengren, Torsten Steenholt and Sanna Suvanto-Harsaae
(Chairman) as members of the Board of Directors.
In accordance with the resolution of Altia’s Extraordinary
General Meeting held on 12 November 2020, the members
of Anora’s Board of Directors are as of the closing of
the merger of Altia and Arcus on 1 September 2021:
previous Altia board members Sanna Suvanto-Harsaae,
Jyrki Mäki-Kala and Torsten Steenholt, previous Arcus
board members Michael Holm Johansen, Kirsten Ægidius,
Ingeborg Flønes and Nils Selte, and as a new board member
Sinikka Mustakari.
Michael Holm Johansen, previously Chairman of Arcus’
Board of Directors, serves as Chairman and Sanna Suvanto-
Harsaae, previously Chairman of Altia’s Board of Directors
serves as Vice Chairman.
The term of Anora’s Board of Directors commenced on
1 September 2021 and expires at the end of Anora’s Annual
General Meeting 2022.
In addition to the Board members elected by
a Shareholder’s Meeting, Anora’s employees elect two
members and two deputies to the Board of Directors, in
accordance with the agreement on employee participation
between Anora and the special negotiating body of
the employees. In September 2021, the employees elected
Arne Larsen (Deputy Bjørn Oulie) and Jussi Mikkola
(Deputy Laura Koivisto) to the Board and their term of office
lasts until the end of the Annual General Meeting 2024.
Board Committees as at 31 December 2021
In its organisational meeting after the completion of
the merger, Anora’s Board appointed the following members
to the Board’s committees:
• Audit Committee: Jyrki Mäki-Kala (chairman), Ingeborg
Flønes, Nils Selte and Sanna Suvanto-Harsaae
• Human Resources Committee: Michael Holm Johansen
(chairman), Kirsten Ægidius, Sinikka Mustakari, and
Torsten Steenholt
In addition, the Board established a temporary Strategy
Committee to assist the Board and management in
the preparation of the new strategy for the Anora Group
post-closing of the merger. The members of the Strategy
Committee are Michael Holm Johansen and Sanna
Suvanto-Harsaae.
Board remuneration
The Board remuneration consists of a monthly term of office
fee as follows:
• EUR 4 000 per month, Chairman
• EUR 2 500 per month, Vice Chairman
• EUR 2 000 per month, member
In addition to the monthly fee, the members of the Board
of Directors receive a meeting fee for the Board of Directors
and Board Committee meetings of EUR 600 per meeting
for Board members residing in Finland and EUR 1 200
per meeting for Board members residing abroad. Travel
expenses are reimbursed in accordance with the company’s
travel policy.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
17
Annual Report 2021
Shareholders’ Nomination Board
as at 31 December 2021
The members of the Shareholders Nomination Board
represent Anora’s three largest shareholders. The
shareholders have appointed the following members:
• Stein Erik Hagen, Canica AS, Chairman of
the Shareholders’ Nomination Board
• Petter Söderström, Solidium Oy
• Anne Lise E. Gryte, Geveran Trading Co. Limited
In addition, Michael Holm Johansen and Sanna Suvanto-
Harsaae, Chairman and Vice Chairman of Anora’s Board
of Directors, respectively, act as expert members in
the Nomination Board.
Group structure
The statutory cross-border absorption merger of Arcus ASA
into Altia Plc was registered with the Finnish Trade Register
on the effective date of the merger, 1 September 2021. As
a result of the registration of the completion of the Merger,
ASA was dissolved.
Chief Executive Office and Group Management
From 1 January 2021 until 31 August 2021 Altia’s Executive
Management Team (EMT) consisted of Pekka Tennilä
(CEO), Janne Halttunen (SVP, Scandinavia), Kari Kilpinen
(SVP, Finland & Exports), Kirsi Lehtola (SVP, HR), Kirsi
Puntila (SVP, Marketing), and Hannu Tuominen (SVP, Altia
Industrial). Juhana Jokinen acted as the interim CFO and
was a member of the extended EMT until 31 August 2021.
Members of Anora’s Executive Management Team as at
31 December 2021 are:
• Pekka Tennilä, CEO
• Sigmund Toth, CFO
• Janne Halttunen, SVP, Wine
• Henrik Bodekaer Thomsen, SVP, Spirits
• Kirsi Puntila, SVP, International
• Hannu Tuominen, SVP, Anora Industrial
• Kirsi Lehtola, SVP, Chief HR Officer (CHRO)
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
18
Annual Report 2021
Shares and shareholders
Anora’s shares are listed on the Nasdaq Helsinki. All shares
carry one vote and have equal voting rights. The trading
code of the shares is “ANORA”, and the ISIN code is
FI4000292438.
Following the Altia and Arcus merger, Anora shares were
temporarily dual-listed on the Oslo Stock Exchange during
1 September-31 December 2021. The last trading day was
30 December 2021. Those shares that are still registered
in VPS are not tradable until the shareholder converts
the shares to Euroclear Finland. Shareholders have been
informed about the conversion possibility and information
has been available on Anora’s website.
Share information
As merger consideration, the shareholders of Arcus received
0.4618 new shares in Altia for each share registered as held
in Arcus upon completion of the merger. Arcus’ shareholders
received in aggregate shares representing approximately a 46.5%
ownership in Anora. The aggregate number of the new shares
issued in Altia in connection with the merger was 31 413 139
shares. The share capital of Altia was increased by EUR
1 019 621.64 in connection with the registration of the execution
of the merger. The merger consideration shares were registered
at the Finnish Trade Register on 1 September 2021.
Flagging notifications
• On 1 September, the State of Finland notified of their
ownership falling below the threshold of 30, 25, and 20%
with a holding of 19.39%.
• On 2 September, Stein-Erik Hagen notified that
the ownership of his controlled corporation Canica AS had
exceeded the threshold of 20% with a holding of 22.41%.
• On 10 September, Lazard Asset Management LLC notified
of their ownership falling below the threshold of 5% with
2021 2020 2019
Number of shares issued 67 553 624 36 140 485 36 140 485
Share capital, EUR 61 500 000 60 480 378.36 60 480 378.36
Earnings per share, EUR 0.67 0.49 0.51
Dividend per share, EUR 0.45* 0.75** 0.42
Shares perfrmance, Nasdaq Helsinki
Closing price on the last day od trading, EUR 10.86 9.98 8.18
Highest price, EUR 12.00 10.40 8.22
Lowest price, EUR 9.62 7.01 7.08
Volume 13 204 788 10 559 862 5 856 465
Market capitalisation, EUR milion 733.6 360.7 295.6
*Proposal by the Board of Directors
**Dividend for 2020 includes a dividend for the financial year 2020 of EUR 0.35 per share and an extra dividend of EUR 0.40 per share.
Ownership structure 31 Dec 2021
1.3%
34.7%
15.3%
2.3%
4.6%
19.4%
22.4%
Canica AS
Solidium Oy
Geveran Trading Co. Limited
Hoff SA
Households
Other institutions
Rest of the world
Canica AS
22.4%
Solidium Oy
19.4%
Geveran Trading
Co. Limited
4.6%
Hoff SA
2.3%
Households
15.3%
Other institutions
34.7%
Rest of the world
1.3%
1
a holding of 2.73% of which 0.59% are shares with voting
rights attached.
• On 25 November, the State of Finland and Solidium Oy
notified that the State of Finland had transferred all its
13 097 481 shares in Anora to Solidium Oy.
Shareholder structure
At the end of the period, Anora had 25 297 registered
shareholders in Euroclear Finland and 724 registered
shareholders in VPS.
Illustration of Anora’s ownership structure
The chart below provides an illustration of Anora’s
ownership structure including the largest shareholders
based on information provided to the company. In
the Euroclear Finland data, the shareholdings of Canica AS,
Geveran Trading Co. Limited, and HOFF SA are included in
the nominee-registered shares.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
19
Annual Report 2021
OWNERSHIP STRUCTURE BY SECTOR 31 DEC 2021
Sector
Number of
shares % of shares
Public sector 17 194 538 25.5
Financial and insurance
corporations 35 114 882 52.0
Households 10 327 589 15.3
Non-financial corporations 3 163 858 4.7
Non-profit institutions 875 587 1.3
Rest of the world 877 170 1.3
Total 67 553 624 100.0
Nominee-registered shares 34 382 098 50.9
DISTRIBUTION BY SIZE OF HOLDING 31 DEC 2021
Number of shares
Number of
shareholders
% of
shareholders
Number of
shares % of shares
1-100 9 659 38.2 563 333 0.8
101-500 10 900 43.1 2 838 529 4.2
501-1 000 2 749 10.9 2 086 561 3.1
1 001-5 000 1 701 6.7 3 461 435 5.1
5 001-10 000 160 0.6 1 165 377 1.7
10 001-50 000 90 0.4 1 693 370 2.5
50 001-100 000 16 0.1 1 194 552 1.8
100 001-500 000 15 0.1 3 284 130 4.9
500 001-&above 7 0.0 51 266 337 75.9
Total 25 297 100.0 67 553 624 100.0
LARGEST SHAREHOLDERS REGISTERED IN EUROCLEAR FINLAND 31 DEC 2021
Shareholder
Number of
shares % of shares
1 Solidium Oy 13 097 481 19.4
2 Ilmarinen Mutual Pension Insurance Company 1 613 300 2.4
3 Varma Mutual Pension Insurance Company 1 300 000 1.9
4 WestStar Oy 1 099 705 1.6
5 Elo Mutual Pension Insurance Company 680 000 1.0
6 Veritas Pension Insurance Company Ltd. 456 653 0.7
7 Danske Invest Finnish Equity Fund 306 443 0.5
8 Säästöpankki Pienyhtiöt 255 370 0.4
9 Savolainen Heikki Antero 247 113 0.4
10 Tapiola Trendi Investment fund 215 772 0.3
Total 19 271 837 28.5
Source for shareholder data: Euroclear Finland
Management’s ownership
On 31 December 2021, the members of the Board of
Directors, the CEO and the members of the Executive
Management Team, including their controlled corporations,
owned a total of 202 165 shares corresponding to 0.18% of
the total number of shares.
Authorisations, option and share-based
incentiveprogrammes
During 2021, Anora had no share option programmes or
authorisations for share repurchases or share issues. The
Board of Directors of Altia decided on 17 August 2021 to
adjust the structure of the Altia Performance share plan
2019-2021 and 2020-2022 from a shares and cash based
settlement to a cash based settlement due to the Altia and
Arcus merger.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
20
Annual Report 2021
Risks and risk management
Risk management
The Anora Group Risk Management Policy is based on
the Altia legacy risk management policy. However, due to
the merger that took place on 1 September 2021, Anora is in
the process of integrating Altia and Arcus risk management
policies into one common Anora risk management
policy. Hence, currently risks are managed according to
the Altia and Anora legacy risk management policies. Risk
management is aimed at supporting the implementation of
the Group’s strategy, the identification of risks and methods
for reducing the probability and impacts of risks, as well as
ensuring business continuity. Risks may arise from internal
or external events. The Group’s risk management policy has
been approved by Anora Plc’s Board of Directors.
The risk management policy describes the goals,
principles and responsibilities of Anora’s risk management
and the related reporting principles. In line with this,
the Executive Management Team supports and coordinates
risk management as part of the Group’s planning and control
processes and reports key risks to the company’s policy.
The management principles of the Group’s most significant
financial risks are described in more detail in the Notes
to the Consolidated Financial Statements, under section
4.1. Financial risk management. The finance department
is also responsible for insurance programmes that cover
the entire Group.
Altia’s risk management process is based on the ISO
31000 standard and also includes ERM components, as
applicable. The Corporate Governance Statement includes
information on the risk management process.
Most significant risks and uncertainties
For reporting and risk assessment purposes, risks are
categorised into four classes: strategic and business risks,
operational and process-related risks, damage risks and
financial risks. The Board of Directors and the Audit
Committee assesses these central risks and the measures
aiming to reduce the likelihood of their materialisation
regularly.
Strategic and business risks relate to decision-making,
resource allocation, management systems and the capacity to
respond to changes in the operating environment (Strategy
period: long-term, 3–5 years). Strategic risk assesment
comprises also the regulatory framework and ethically
sustainable business practices that apply to the company’s
operations and industry. Corporate Responsibility risks
related to business operations are described in the Non-
Financial Statement published in connection with the Report
by the Board of Directors.
Operational risks concern the implementation of strategy
and day-to-day business operations. Such risks include
deviations in processes, systems and conduct (Budget
period: short-term, 1–2 years).
Hazard risks are errors, malfunctions and accidents
occurring within Anora or its operating environment,
resulting in damage or loss.
Financial risks pertain to changes in market prices,
the short- and long-term adequacy of financial assets
and the ability of counterparties to meet their financial
obligations.
The table on the next page contains a summary of key
uncertainties with an either positive or negative effect on
Anora’s operations.
Strategic risks
• Business environment
• Technology
• Regulation
• Climate change
• Reputation
• M&A
Hazard risks
• Health and safety
• Property
• Environment
• Fires, accidents and
natural catastrophes
Financial risks
• Liquidity
• Profitability
• Interest rate, currency
and credit risks
• Taxation risks
• Accounting and reporting
• Capital structure
Operational risks
• Organisation, management
andpersonnel
• IT and security
• Production and processes
• Business disruption
• Quality
• Contractual and liability risks
• Compliance
Risk management
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
21
Annual Report 2021
Price risk associated with commodities
Barley
In 2021, Anora consumed approximately 208.5 (214.1) million
kilos of Finnish grain to produce ethanol and starch. The
availability of high-quality domestic barley was ensured until
the end of 2021 through contract cultivation and cooperation
with farmers and grain handling companies. The market price
of barley significantly fluctuates year by year as a result of
several factors that affect Finnish barley supply and demand.
The price of barley is therefore considered to be a significant
risk for Altia during the financial year. The price risk has not
been hedged against with derivative instruments.
Electricity
A strong increase in the market price of electricity is
a significant risk for Anora. In Finland, the risk is managed
by following Altia’s principles for electricity procurement
and by a third-party specialist. These principles determine
the hedging limits within which the electricity price risk
is hedged against. The hedges are executed with the OTC-
derivatives of Nasdaq OMX Oslo ASA.
At the end of 2021, the hedging ratio for deliveries for
the next 12 months was 80.9% (74.7%), in line with the set
targets. In 2021, the average hedging ratio was 76.6% (72.1%).
Cash flow hedge accounting in accordance with IFRS 9 is
applied to the hedges against electricity price risk, and hedge
effectiveness is tested quarterly. All hedging was effective in
2021 as that was in 2020.
Altia purchases its electricity straight from the Nord Pool
Spot markets as a delivery tied to the spot price of the Finnish
price area.
Sensitivity to market risks
The table below describes the sensitivity of the Group’s profit
and equity (before taxes) to changes in electricity prices,
foreign exchange rates and interest rates. When Anora applies
hedge accounting, the sensitivity is directed at equity. When
hedge accounting is not applied, the sensitivity is recognised as
a potential impact on profit or loss.
The sensitivity to foreign exchange rate changes is calculated
from the net currency position resulting from financial instruments.
The total group floating rate liability position consists of
floating rate liabilities equivalent to EUR 133.2 (65.0) million
and floating leg of interest rate swap EUR 20.0 (20.0) million
which is netting the interest rate risk.
An increase of one percentage point in interest rates
would have an effect of EUR -2.4 (-0.5) million on the income
statement. The effect of the increase in market interest rates on
the Group’s profit is determined by net interest expenses.
Risk Description Risk management
Raw material
price risk
The availability of domestic barley and its
market price has a significant impact on
the profitability of Anora’s business.
Anora ensures the availability of barley with
contract farming and the price of barley
in co-operation with farmers and grain
companies.
Risks related to
customers and
consumer demand
The customers in Anora’s market
areas include Nordic retail monopolies,
wholesalers who sell alcohol, restaurants,
retail stores, travel retail, international
wine and spirits companies and importers
operating in the export markets. The
wide customer base provides Anora with
diverse opportunities for the long-term
development of customer cooperation.
Changes in consumer behaviour may, in
the long term, shift the emphasis in the
demand for Anora’s products between
different product categories.
A strong market position, efficient industrial
processes, good quality and well-known
brands improve Anora’s chances to
manage the risk.
Changes in consumption patterns and the
need to adjust operations are prepared for
by investing in consumer-driven product
development.
Product
safety risks
As a wine and spirits company, one major
risk is ensuring the quality and safety of
the raw materials and finished goods
through the supply chain.
Anora employs modern methods to
ensure the safety of production processes
and to eliminate various microbiological,
chemical, and physical hazards. In ensuring
product safety, Anora complies with the
operating methods required by food safety
management and quality certificates.
Damage risks Anora has production facilities in Finland,
Norway, Estonia, and France. A fire or
other unforeseen event may interrupt the
operations of a production facility.
All Anora’s production facilities have
insurance policies for material damage and
the interruption of operations in the Group’s
insurance programme. Key production
facilities are subject to a risk survey every
1–2 years. Continuity plans serve to limit any
possible loss of profits.
Financial risks The key risks related to finance in Anora’s
operations are currency transaction and
translation risks, interest rate risks and
refinancing and liquidity risks.
Financial risk management aims to mitigate
any impact that price fluctuations and other
uncertainties in the financial markets have
on operating results, the balance sheet,
and cash flow and to ensure sufficient
liquidity. The management principles of the
Group’s most significant financial risks are
described in more detail in the Notes to the
Consolidated Financial Statements, under
section 4.1. Financial risk management.
Compliance Key compliance risks in Anora’s
operations relate to the breach of
laws and regulations and decisions
by authorities concerning reporting,
permits and licenses, marketing of
alcoholic beverages, competition law and
processing of personal data.
Anora aims to manage compliance risks
and ensure ethically sustainable business
practices with guidance and regular
training. Compliance risk management
aims to avoid sanctions, consequences and
official investigations and decisions that
may damage the company’s profitability,
business continuity and reputation.
SENSITIVITY OF FINANCIAL INSTRUMENTS TO MARKET RISKS (BEFORE TAXES) IN ACCORDANCE WITH IFRS 7
2021 2020
EUR million Income statement Equity Income statement Equity
+/-10% electricity - +/-0.5 - +/-0.4
+/-10% change in EUR/NOK exchange rate -/+0.1 +/-0.3 -/+0.2 +/-0.3
+/-10% change in EUR/SEK exchange rate -/+7.6 +/-1.4 -/+0.2 +/-2.1
+/-10% change in EUR/USD exchange rate -/+0.0 -/+0.1 +/-0.0 -/+0.4
+/-10% change in EUR/AUD exchange rate -/+0.0 -/+0.1 -/+0.0 -/+0.2
+/-1%-points change in interest rates -2.4 -0.0 -0.5 +0.2
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
22
Annual Report 2021
Short-term risks and uncertainties
The most significant uncertainties in the company’s
operations relate to the overall economic development and
its impacts on consumption, to the competitive environment,
and to the effects of alcohol taxation and legislation
on consumer behaviour. Unexpected and unforeseen
disruptions in supply chain, production and deliveries form
the major short-term risks related to operations, as well as
sudden and significant changes in prices of raw materials,
especially those related to barley.
Comment on the uncertainties and impacts due to
the war in Ukraine:
The most significant uncertainties due to the war in Ukraine
relate to an escalation of the already existing global supply
chain disruptions, to the supply of grain, and to further price
increases across all input costs. The war in Ukraine may
cause volatility in contract manufacturing volumes. Foreign
exchanges rates may be affected significantly by the volatile
situation on the global capital markets.
The impact of the suspension of exports to Russia, as
announced on 28 February 2022, is not material on Group
level. Anora’s Baltic operations have suspended purchases of
raw materials from Russia and Belarussia.
The Anora Group Risk Management Policy is based
on the Altia legacy risk management policy. However,
due to the Altia and Arcus merger that took place on
1 September 2021, Anora is in the process of integrating
Altia and Arcus risk management policies into one common
Anora risk management policy. Hence, currently risks
are managed according to the Altia and Anora legacy
risk management policies. Risk management is aimed at
supporting the implementation of the Group’s strategy,
the identification of risks and methods for reducing
the probability and impacts of risks, as well as ensuring
business continuity. Risks may arise from internal or
external events.
Dividend proposal
According to the financial statements on 31 December
2021, the parent company’s distributable funds amount to
EUR 118 063 196.87 including profit for the period of EUR
6 564 235.73.
There have been no significant changes to
the parent company’s financial position after the end of
the financial year.
The Board of Directors proposes to the Annual General
Meeting that a dividend of EUR 0.45 per share be paid
for the financial year 2021. In its proposal the Board
has considered former Altia’s dividend policy to pay
60% or more of the result for the period as a dividend
to the shareholders. Anora’s financial targets including
a dividend policy will be set in connection with the on-going
strategy process.
Annual General Meeting 2022
Anora Group Plc’s Annual General Meeting 2022 is planned
to be held on 11 May 2022 in Helsinki. The notice to and
instructions for the AGM are published on Anora’s website.
Outlook for 2022
Market outlook
In 2022, the volumes in the monopolies are expected to
be significantly lower than in 2020 and 2021 as the lifting
of COVID-19 restrictions result in higher on-trade, border
trade and duty-free sales. Input costs are expected to remain
at a high level.
Guidance
Anora’s comparable EBITDA in 2022 is expected to be
between EUR 75-85 million. This corresponds to the pre-
pandemic level and takes into account the annual impact of
EUR 4.6 million of the divestment of Anora brands due to
the merger.
Events after the period
On 17 January 2022, the proposals by Anora’s Shareholders’
Nomination Board to Anora’s Annual General Meeting 2022
on the number of members, composition and remuneration
of the Board of Directors were announced.
Helsinki, 9 March 2022
Anora Group Plc
Board of Directors
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
23
Annual Report 2021
Key ratios of the Group
2021 2020 2019 2018 2017
Income statement
Net sales EUR million 478.2 342.4 359.6 357.3 359.0
Comparable EBITDA EUR million 71.7 52.4 44.8 40.0 42.4
(% of net sales) % 15.0 15.3 12.4 11.2 11.8
EBITDA EUR million 62.9 40.3 43.1 34.0 40.3
Comparable operating result (EBIT) EUR million 51.2 35.0 26.8 25.6 28.2
(% of net sales) % 10.7 10.2 7.5 7.2 7.8
Operating result EUR million 42.4 22.9 25.1 19.7 26.1
Result before taxes EUR million 38.6 21.3 24.6 18.6 25.0
Result for the period EUR million 31.2 17.8 18.4 15.1 18.3
Items affecting comparability EUR million -8.8 -12.1 -1.7 -6.0 -2.1
Balance sheet
Cash and cash equivalents EUR million 168.9 130.7 64.2 42.0 52.4
Total equity EUR million 507.9 156.3 151.2 150.1 136.8
Borrowings EUR million 162.6 116.1 82.6 89.4 100.1
Invested capital EUR million 670.5 272.4 233.8 239.5 236.9
Profitability
Return on equity (ROE) % 9.3 11.6 12.2 10.5 11.1
Return on invested capital (ROI) % 7.4 7.7 8.5 7.0 8.0
2021 2020 2019 2018 2017
Financing and financial position
Net debt EUR million 126.0 -3.9 28.9 47.4 47.7
Gearing % 24.8 -2.5 19.1 31.6 34.9
Equity ratio % 41.2 34.3 37.8 38.4 34.3
Net cash flow from operating activities EUR million 50.8 56.1 52.6 6.5 37.6
Net debt/comparable EBITDA 1.8 -0.1 0.6 1.2 1.1
Share-based key ratios
Earnings / share (Basic and diluted) EUR 0.67 0.49 0.51 0.42 0.51
Equity / share EUR 7.52 4.33 4.18 4.15 3.80
Dividend per share EUR 0.45* 0.75 0.42 0.38 -
Dividend/earnings % 67.6* 152.2 82.6 91.2 -
Effective dividend yield % 4.1* 7.5 5.1 5.4 -
Price/Earnings 16.3 20.3 16.1 17.0 -
Closing share price on the last day of trading EUR 10.86 9.98 8.18 7.07 -
Highest EUR 12.00 10.40 8.22 9.50 -
Lowest EUR 9.62 7.01 7.08 7.015 -
Market value of shares at the end of period EUR million 733.6 360.7 295.6 255.5 -
Number of shares outstanding at the end of period 67 553 624 36 140 485 36 140 485 36 140 485 35 960 000
Personnel
Average number of personnel 799 650 682 718 762
* Board’s dividend proposal for the financial year 2021 EUR 0.45 per share.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
24
Annual Report 2021
RECONCILIATION OF ALTERNATIVE PERFORMANCE MEASURES (APM) TO IFRS
FIGURES AND ITEMS AFFECTING COMPARABILITY (IAC)
EUR million 2021 2020
Items affecting comparability
Net gains or losses from business and assets disposals 3.7 -
Cost for closure of business operations and restructurings -0.5 -0.3
Costs related to the closed voluntary pension scheme - -0.5
Costs related to the merger of Altia and Arcus -11.2 -11.4
Inventory fair valuation -0.8 -
Other major corporate projects 0.0 -
Total items affecting comparability -8.8 -12.1
Comparable EBITDA
Operating result 42.4 22.9
Less:
Depreciation, amortisation and impairment 20.5 17.4
Total items affecting comparability 8.8 12.1
Comparable EBITDA 71.7 52.4
% of net sales 15.0 15.3
Comparable EBIT
Operating result 42.4 22.9
Less:
Total items affecting comparability 8.8 12.1
Comparable EBIT 51.2 35.0
% of net sales 10.7 10.2
Anora presents alternative performance measures as
additional information to financial measures presented in
the consolidated income statement, consolidated balance
sheet and consolidated statement of cash flows prepared
in accordance with IFRS. In Anora’s view, alternative
performance measures provide significant additional
information on Anora’s results of operations, financial
position and cash flows to management, investors, analysts
and other stakeholders.
Alternative performance measures should not be
viewed in isolation or as a substitute to the IFRS financial
measures. All companies do not calculate alternative
performance measures in a uniform way, and therefore
Anora’s alternative performance measures may not be
comparable with similarly named measures presented by
other companies.
The alternative performance measures are unaudited.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
25
Annual Report 2021
THE DEFINITIONS AND REASONS FOR THE USE OF FINANCIAL KEY INDICATORS
Key figure Definition Reason for the use
Operating margin, % Operating result / Net sales Operating result shows result generated by the
operating activities.
EBITDA
EBITDA margin, %
Operating result before depreciation
and amortization
EBITDA / Net sales
EBITDA is the indicator to measure the performance
of the Group.
Comparable operating result
Comparable operating margin, %
Comparable EBITDA
Comparable EBITDA margin, %
Items affecting comparability
Operating result excluding items
affecting comparability
Comparable operating result /
Netsales
EBITDA excluding items affecting
comparability
Comparable EBITDA / Net sales
Material items outside normal
business, such as net gains or
losses from business and assets
disposals, impairment losses, cost
for closure of business operations
and restructurings, major corporate
projects including direct transaction
costs related to business
acquisitions and the merger, merger
related integration costs, expenses
arising from the fair valuation of
inventories in connection with
merger, voluntary pension plan
change, and costs related to other
corporate development.
Comparable EBITDA, comparable EBITDA margin,
comparable operating result and comparable
operating margin are presented in addition
to EBITDA and operating result to reflect the
underlying business performance and to enhance
comparability from period to period. Anora believes
that these comparable performance measures
provide meaningful supplemental information by
excluding items outside normal business, which
reduce comparability between the periods.
Comparable EBITDA is an internal measure to
assess performance of Anora and key performance
measure at segment level together with net sales.
Comparable EBITDA is commonly used as a base
for valuation purposes outside the Company and
therefore important measure to report regularly.
Invested capital Total equity + Borrowings Base for ROI measure.
Return on equity (ROE), % Result for the period / Total equity
(average of reporting period and
comparison period)
This measure can be used to evaluate how
efficiently Anora has been able to generate results in
relation to the equity of the Company.
Return on invested capital (ROI), % (Result for the period + Interest
expenses) / (Total equity + Non-
current and current borrowings)
(average of reporting period and
comparison period)
This measure is used to evaluate how efficiently
Anora has been able to generate net results in
relation to the total investments made to the
Company.
Key figure Definition Reason for the use
Borrowings
Net debt
Non-current borrowings + Current
borrowings
Borrowings + Non-current and
current lease liabilities - Cash and
cash equivalents
Net debt is an indicator to measure the total external
debt financing of the Group.
Gearing, % Net debt / Total equity Gearing ratio helps to show financial risk level and it
is a useful measure for management to monitor the
level of Group’s indebtedness. Important measure
for the loan portfolio.
Equity ratio, % Total equity / (Total assets
-Advances received)
Equity/assets ratio helps to show financial risk
level and it is a useful measure for management
to monitor the level of Group’s capital used in the
operations.
Net debt / Comparable EBITDA Net debt / Comparable EBITDA
Earnings / share Result for the period attributable
to shareholders of the parent
company/Share-issue adjusted
number of shares during the period
Equity/share Equity attributable to shareholders
of the parent company /Share-
issue adjusted number of shares at
the end of period
Dividend/share Dividend distribution for period/
Number of shares (basic) at the end
of period
Dividend / earnings % Dividend/share / Earnings/ share
Effective dividend yield % Dividend/share / Price of share at
the end of the accounting period
Price / earnings Price of share at the end of
accounting period / Earnings/share
Market value of outstanding shares
The number of shares at the end of
accounting period x the price of the
share at the end of accounting period.
REPORT BY THE BOARD OF DIRECTORS FINANCIAL STATEMENTS
26
Annual Report 2021
Financial
Statements
CONSOLIDATED INCOME STATEMENT
EUR million Note 1 Jan - 31 Dec 2021 1 Jan - 31 Dec 2020
NET SALES
1.1. 478.2 342.4
Other operating income
1.3. 10.5 6.2
Materials and services
1.4. -266.1 -192.5
Employee benefit expenses
1.5. -69.6 -49.1
Other operating expenses
1.6. -90.2 -66.6
Depreciation, amortisation and impairment
1.7. -20.5 -17.4
OPERATING RESULT 42.4 22.9
Finance income
3.1. 1.2 0.2
Finance expenses
3.1. -6.7 -3.1
Share of profit in associates and joint ventures and income from interests
in joint operations 1.7 1.2
RESULT BEFORE TAXES 38.6 21.3
Income tax expense
6.1. -7.4 -3.5
RESULT FOR THE PERIOD 31.2 17.8
Result for the period attributable to:
Owners of the parent 31.0 17.8
Non-controlling interests 0.1 -
Earnings per share for the result attributable to owners of
the parent, EUR
Basic and diluted
3.4. 0.67 0.49
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
EUR million Note 1 Jan - 31 Dec 2021 1 Jan - 31 Dec 2020
Result for the period 31.2 17.8
OTHER COMPREHENSIVE INCOME
Items that will not be reclassified to profit or loss
Remeasurements of post-employment benefit obligations -0.2 0.2
Related income tax
6.1. 0.0 -0.0
Total -0.1 0.2
Items that may be reclassified to profit or loss
Cash flow hedges 3.2 0.2
Financial assets at fair value through other comprehensive income 2.5 -
Translation differences
3.4. 5.6 1.8
Income tax related to these items
6.1. -0.7 -0.0
Total 10.7 2.0
Other comprehensive income for the period, net of tax 10.6 2.2
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD 41.8 20.0
Total comprehensive income attributable to:
Owners of the parent 41.6 20.0
Non-controlling interests 0.1 -
The notes are an integral part of the consolidated financial statements.
28
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
CONSOLIDATED BALANCE SHEET
EUR million Note 31 Dec 2021 31 Dec 2020
ASSETS
Non-current assets
Goodwill
2.1. 277.8 81.4
Other intangible assets
2.1. 196.7 20.7
Property, plant and equipment
2.2. 71.3 58.9
Right-of-use assets
2.3. 125.7 10.2
Investments in associates, joint ventures and interests in joint operations
5.4. 16.3 9.1
Financial assets at fair value through other comprehensive income
3.2.1. 0.7 1.4
Other receivables
3.2.1. 0.1 -
Deferred tax assets
6.1. 1.8 1.4
Total non-current assets 690.3 183.2
Current assets
Inventories
2.4. 139.7 92.3
Contract assets
2.5. 0.2 0.2
Trade and other receivables
2.6. 232.8 46.8
Current tax assets 1.3 2.4
Cash and cash equivalents
3.2.1. 168.9 130.7
Total current assets 543.0 272.3
TOTAL ASSETS 1 233.3 455.6
EUR million Note 31 Dec 2021 31 Dec 2020
EQUITY AND LIABILITIES
Equity attributable to owners of the parent
3.4.
Share capital 61.5 60.5
Invested unrestricted equity fund 336.8 1.2
Fair value reserve 0.0 0.6
Legal reserve 0.4 0.1
Hedge reserve 1.7 -0.9
Translation differences -15.0 -20.5
Retained earnings 121.6 115.3
Equity attributable to owners of the parent 507.0 156.3
Non-controlling interests 0.9 -
Total equity 507.9 156.3
Non-current liabilities
Deferred tax liabilities
6.1. 48.4 16.8
Borrowings
3.2.2. 136.1 69.6
Non-current liabilities at fair value through profit or loss 1.3 -
Lease liabilities
3.2.2. 120.8 7.0
Other liabilities 0.0 -
Employee benefit obligations
2.7. 3.0 1.1
Total non-current liabilities 309.6 94.5
Current liabilities
Borrowings
3.2.2. 26.5 46.5
Lease liabilities
3.2.2. 11.6 3.7
Trade and other payables
2.8. 374.4 152.6
Contract liabilities
2.5. 0.4 0.5
Current tax liabilities 2.8 1.5
Total current liabilities 415.7 204.8
Total liabilities 725.4 299.2
TOTAL EQUITY AND LIABILITIES 1 233.3 455.6
The notes are an integral part of the consolidated financial statements.
29
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
CONSOLIDATED STATEMENT OF CASH FLOWS
EUR million Note 1 Jan-31 Dec 2021 1 Jan-31 Dec 2020
CASH FLOW FROM OPERATING ACTIVITIES
Result before taxes 38.6 21.3
Adjustments
Depreciation, amortisation and impairment
1.7. 20.5 17.4
Share of profit in associates and joint ventures and income from
investments in joint operations
5.4. -1.7 -1.2
Net gain on sale of non-current assets
1.3. -3.8 - 0.0
Finance income and costs
3.1. 5.5 2.9
Other adjustments 0.1 0.4
Adjustments total 20.6 19.4
Change in working capital
Change in inventories, increase (-) / decrease (+) 9.6 0.2
Change in contract assets, trade and other receivables, increase (-) /
decrease (+) -64.8 7.7
Change in contract liabilities, trade and other payables, increase (+) /
decrease (-) 55.9 16.8
Change in working capital 0.7 24.7
Interest paid
3.1. -3.7 -1.6
Interest received
3.1. 0.3 0.1
Other finance income and expenses paid
3.1. -1.6 -1.4
Income taxes paid
6.1. -4.1 -6.4
Financial items and taxes -9.1 -9.3
NET CASH FLOW FROM OPERATING ACTIVITIES 50.8 56.1
EUR million Note 1 Jan-31 Dec 2021 1 Jan-31 Dec 2020
CASH FLOW FROM INVESTING ACTIVITIES
Payments for property, plant and equipment and intangible assets
2.1., 2.2. -5.4 -7.0
Proceeds from sale of property, plant and equipment and intangible
assets
1.3. 0.2 0.3
Proceeds from financial assets at fair value through other
comprehensive income 3.4 -
Proceeds received from assets held for sale 16.6 -
Interest received from investments in joint operations
5.4. 0.9 0.9
Dividends received
3.1. 0.2 0.2
NET CASH FLOW FROM INVESTING ACTIVITIES 15.9 -5.6
CASH FLOW FROM FINANCING ACTIVITIES
Changes in commercial paper program -20.0 40.0
Repayment of borrowings
3.2.2. -6.6 -6.5
Repayment of lease liabilities
3.2.2. -6.2 -3.7
Dividends paid and other distributions of profits
3.4. -27.1 -15.2
NET CASH FLOW FROM FINANCING ACTIVITIES -59.9 14.6
CHANGE IN CASH AND CASH EQUIVALENTS 6.8 65.1
Cash and cash equivalents at the beginning of the period 130.7 64.2
Cash and cash equivalents received in merger 33.2 -
Translation differences on cash and cash equivalents -1.7 1.4
Change in cash and cash equivalents 6.8 65.1
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD
3.2.3. 168.9 130.7
The notes are an integral part of the consolidated financial statements.
30
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
EUR million Note Share capital
Invested
unrestricted
equityfund
Fair value
reserve Legal reserve Hedge reserve
Translation
differences
Retained
earnings
Equity
attributable to
owners of the
parent company
Non-controlling
interests Total equity
Equity at 1 January 2020 60.5 1.2 0.6 0.1 -1.0 -22.1 111.9 151.2 - 151.2
Total comprehensive income
Result for the period - - - - - - 17.8 17.8 - 17.8
Other comprehensive income (net of tax)
Cash flow hedges - - - - 0.2 - - 0.2 - 0.2
Translation differences
3.4. - - - - - 1.6 0.3 1.8 - 1.8
Remeasurements of post-employment benefit obligations
2.7. - - - - - - 0.2 0.2 - 0.2
Total comprehensive income for the period - - - - 0.2 1.6 18.3 20.0 - 20.0
Transactions with owners
Dividend distribution - - - - - - -15.2 -15.2 - -15.2
Share based payment - - - - - - 0.3 0.3 - 0.3
Total transactions with owners - - - - - - -14.9 -14.9 - -14.9
EQUITY AT 31 DECEMBER 2020 60.5 1.2 0.6 0.1 -0.9 -20.5 115.3 156.3 - 156.3
Equity at 1 January 2021 60.5 1.2 0.6 0.1 -0.9 -20.5 115.3 156.3 - 156.3
Total comprehensive income
Result for the period - - - - - - 31.0 31.0 0.1 31.2
Other comprehensive income (net of tax)
Cash flow hedges - - - - 2.6 - - 2.6 - 2.6
Financial assets at fair value through other comprehensive income
3.2.1. - - -0.6 - - - 3.2 2.5 - 2.5
Translation differences
3.4. - - - - - 5.5 0.1 5.6 0.0 5.6
Remeasurements of post-employment benefit obligations
2.7. - - - - - - -0.1 -0.1 - -0.1
Total comprehensive income for the period - - -0.6 - 2.6 5.5 34.2 41.6 0.1 41.8
Merger
Merger consideration 1.0 336.4 - - - - - 337.4 0.8 338.1
Transaction costs on share issue - -0.8 - - - - - -0.8 - -0.8
Total merger 1.0 335.5 - - - - - 336.6 0.8 337.3
Transactions with owners
Dividend distribution - - - - - - -27.1 -27.1 - -27.1
Share based payment - - - - - - -0.4 -0.4 - -0.4
Total transactions with owners - - - - - - -27.5 -27.5 - -27.5
Transfer to reserve - - - 0.3 - - -0.3 0.0 - 0.0
EQUITY AT 31 DECEMBER 2021 61.5 336.8 0.0 0.4 1.7 -15.0 121.6 507.0 0.9 507.9
The notes are an integral part of the consolidated financial statements.
31
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Notes to the consolidated financial statements
GENERAL INFORMATION
Information on Anora
"Group", "Anora Group" or "Anora") is a leading wine and spirits
iconic brands, including Koskenkorva, Linie, Larsen, Skagerrak,
Chill Out, Ruby Zin, Wongraven, O.P. Anderson and Falling Feather.
Key brands are exported to over 30 markets globally.
Together with partners Anora brings the world of drinks to
the Nordics. Anora’s strong partner portfolio includes noted wines,
such as Masi, Laroche, Penfolds, Louis Roederer and Fumees
Blanches, as well as well-known spirits brands, like Jack Daniels,
Fireball, Fernet Branca, Jose Cuervo, and Underberg.
Anora’s business operations also include world-class industrial
operations in distillation, bottling and logistics services as well
as the production of technical ethanol products, neutral potable
ethanol, feed components and barley starch.
Anora’s’ customers include alcohol retail monopolies, alcoholic
beverage wholesale outlets, restaurants, grocery stores, travel trade,
importers in the export markets and industrial customers.
domiciled in Helsinki, Finland . Anora Group Plc is a Finnish
Helsinki Ltd. The registered address of the Company is Kaapeliaukio
1, FI-00180 Helsinki, Finland . Copies of the consolidated financial
statements are available online at www.anora.com or at the Group's
headquarters at Kaapeliaukio 1, FI-00180 Helsinki , Finland .
Anora Group Plc’s Board of Directors has approved these
financial statements for publication in its meeting on 9 March
2022. According to the Finnish Limited Liability Companies Act,
shareholders have the right to approve or reject the financial
statements in the Annual General Meeting held after the publication
of the financial statements. The Annual General Meeting also has
the right to make a decision to amend the financial statements.
Basis of preparation
The consolidated financial statements for the year ended 31
December 2021 are prepared in accordance with International
Financial Reporting Standards (IFRS) complying with the SIC and
IFRIC interpretations in force and approved by EU on 31 December
2021. Notes to the consolidated financial statements also comply
with the requirements of the Finnish Accounting Act and Limited
Liability Companies Act.
New and amended standards applied in 2021 and future periods
are described in Note 6.5.
The consolidated financial statements for the year ended 31
December 2021 has been prepared on a historical cost basis,
except equity investments and derivatives. The consolidated
financial statements are presented in millions of euros. The figures
are rounded to the nearest thousand, and therefore the sum of
individual figures may deviate from the total presented. If the figure
is EUR 0, it is shown as a hyphen.
Altia and Arcus merged on 1 September 2021. In the consolidated
financial statements, the merger has been accounted for as
a business combination using the acquisition method with Altia
determined as the acquirer of Arcus. The consolidated financial
statements include Arcus’s income statement from 1st of September
onwards. Therefore the historical financial information of Altia does
not give a comparable base for financial information of the present
combined company. More information of the merger is disclosed in
note 5.2. Changes in Group structure.
32
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Refer to the table below to see which notes and accounting principles are related.
Nr. Note Accounting principle
1. Operating result Revenue recognition, operating result
1.2. Segment information Operating segments
2.9. Provisions Provisions
2.7. Employee benefit obligations Employee benefits
2.2. Property, plant and equipment Property, plant and equipment
2.3. Right-of-use assets Leases
2.4. Inventories Inventories
1.6. Other operating expenses Leases
2.2. Property, plant and equipment
2.1. Goodwill and other intangible assets Goodwill
2.1. Goodwill and other intangible assets Intangible assets
3.2.1. Financial assets Financial assets
3.2.3. Financial assets and liabilities- classification and fair value
3.2.2. Financial liabilities Financial liabilities
3.2.3. Financial assets and liabilities- classification and fair value
3.3. Derivative instruments and hedge accounting Derivative contracts and hedge accounting
5.3. Subsidiaries Consolidation principles of subsidiaries
5.3. Subsidiaries Non-controlling interest and transactions with non-controlling interest
5.4. Associated companies and joint arrangements Associates and joint ventures
6.1. Income tax expense Income and deferred taxes
33
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Accounting policies requiring management judgement
and key sources of estimation uncertainty
The preparation of financial statements requires the use of
accounting estimates, which by definition, seldom equal the actual
results. In addition, management makes judgements in applying
Anora’s accounting policies.
Estimates made in the preparation of the financial statements,
and related assumptions, are based on the management’s best
knowledge at the reporting date. Consequently, the realised results
can differ from the estimates. Any changes in estimates and
assumptions are recognised when estimates and assumptions are
corrected.
The Group’s most significant area in which the management has
exercised judgement is related to the revenue recognition (Note 1.1.)
and impairment provision of trade receivables, and useful lives
of intangible assets and parameters used in impairment testing
(Note 2.1.), parameters used in lease accounting and pension
obligations. Other critical future assumptions and anticipated
uncertainties at the reporting date, which pose a significant risk
of resulting in material changes in the carrying amounts of assets
and liabilities within the next financial year, are related to deferred
taxes (Note 6.1.) and uncertain tax positions. The valuation of assets
acquired and liabilities assumed in business combinations requires
management judgement to determine the appropriate valuation
techniques and inputs for fair value measurements, such as
discount rate. The management believes that the used estimates and
assumptions are sufficiently reasonable for determining fair values.
Impacts of COVID-19
COVID-19 may impact Anora’s financial position in many ways and
increase the uncertainty related to the values of its assets. Due to
this Anora has assessed the impact of the pandemic on its financial
position and has considered the values of assets and liabilities that
include critical accounting estimates and require management
judgement. The identified and expected effects have been taken into
consideration in the reported figures and in the forecasts requiring
management judgement.
Alnora has carried out annual impairment tests for goodwill and
for trademarks on 31 October 2021. The impact of the COVID-19
has been taken into account in forecasted profitability together with
other assumptions used for impairment testing or for evaluating
the amortization periods of the intangible assets. On the basis of
the impairment calculations, there has been no need for impairment
of goodwill for any CGU or for trademarks. (See note 2.1.)
The value of inventory is monitored on a regular basis also for
slow moving items. COVID-19 has not had a material impact on
the value of inventory. (See note 2.4.)
The credit risk of trade receivables and the amount of expected
credit losses has been analysed at the end of December 2021.
Overdue receivables have been assessed on a customer level and
expected default rates have been taken into consideration in
the valuation. Based on the review no material adverse impacts on
the value of trade receivables have been identified. (See note 2.6.)
Financial risks
Anora Group reviewed its financial risks more thoroughly in 2021
due to COVID-19.
The management has analysed the credit risks of trade
receivables and the loss allowance for trade receivables. According
to management the loss allowances are sufficient based on
the following. The significant portion of the sales of Finland and
Exports, Scandinavia and Arcus are for monopoly channels. Trade
receivables to Finnish and Swedish monopolies are sold and are
derecognized from the balance sheet as the contractual rights
and all the related substantial risks have been transferred outside
the Group. The payment behavior of Industrial segment’s customers
has not changed due to COVID-19. Historically the amount of
overdue trade receivables has been low and the amount of overdue
receivables has not materially increased due to COVID-19. The
overdue receivables have been assessed on customer level. After
the reporting period, there have been no indications that loss
allowances at the reporting period were not sufficient.
The management has analyzed that the liquidity risk has not
increased significantly based on the following reasons. The reported
net debt at 31.12.2021 was EUR 126.0 million and cash and cash
equivalents EUR 168.9 million. Group’s liquidity position has
been strong throughout the year due to positive development of
operational cash flow. Group also has a EUR 60 million unused
revolving credit facility, EUR 10 million and NOK 800 million
overdraft facilities. Group has fulfilled its covenants determined in
the Group’s loan terms.
34
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
1. Operating result
Arcus has been
consolidated to
Anora as of
1 September
2021
Comparable
EBITDA
EUR
million
71.7
Net sales
EUR
million
478.2
OPERATING
RESULT
OPERATIVE
ASSETS AND
LIABILITIES
FINANCIAL
ITEMS AND
CAPITAL
STRUCTURE
FINANCIAL
AND CAPITAL
RISK
CONSOLIDATION OTHER NOTES
1.1. REVENUES FROM OPERATIONS
Revenue recognition
The revenue is recognized at an amount of consideration
to which the Group expects to be entitled in exchange for
transferring promised goods or services to a customer. The
transaction price may include variable considerations such as
volume discounts, bonuses, marketing support, product returns
etc. The variable considerations are estimated using the most
likely value method if not yet realized in the end of reporting
period. The revenue is further adjusted with indirect sales
taxes, excise taxes, deposit and recycling fees and exchange rate
differences relating to sales.
Typical contracts with customers include a sale of goods
to a customer with only one performance obligation. In
contract services the contracts essentially include a single
performance obligation, being a series of distinct services
such as contract manufacturing, customer services and
logistics. The revenue recognition occurs at a point in time,
when the control of the goods is transferred to the customer
according to the delivery terms. Revenue from the sale of
services is recognised at the time of delivery of services. The
sales of logistic services also comprise several service elements
and the revenue is recognised at given point in time when
fulfilment of the related delivery obligations has taken place,
which correspond to the date of fulfilment of the delivery
obligations.
The most significant revenue flows are generated by the sale
of own products and partner brands to Scandinavian wine and
spirit monopolies, Horeca customers, wholesalers and travel
retail customers. In addition, revenues are generated by contract
manufacturing, sale of logistic services and the sale of industrial
products, such as starch, feed and technical ethanol. Adjustments to
1.2. SEGMENT INFORMATION
Description of segments and principal activities
The reportable segments of Anora in these consolidated financial
statements consist of: Finland & Exports, Scandinavia, Altia
Industrial and Arcus. As the merger was completed 1 of September
2021 and the new operating model of Anora has not yet been
implemented, Arcus is reported as one segment.
Finland & Exports and Scandinavia segments comprise importing,
sale and marketing of wine, spirits and other beverage product
categories. Within the Finland & Exports segment the Company
operates in Finland, the Baltics and travel retail channels and
conducts exports. Scandinavia segment represents the Company’s
operations in Sweden, Norway and Denmark. Altia Industrial
segment comprises the Company’s production of ethanol, starch and
feed as well as contract services. The Arcus segment comprises former
Arcus Wine, Spirits and Logistics (Vectura) business areas. Spirits
and Wine handle product development, imports, sales and marketing
respectively. All production of spirits, and bottling of wine and spirits,
are part of the Spirits business area. Vectura handles distribution
in Norway and offers distribution services to producers, agents and
importers of wine, spirits, beer, and other beverages. Arcus has been
consolidated to Anora as of 1 September 2021.
The Board of Directors of Anora has been determined as
the Company’s current chief operative decision maker, and
the reportable segments are based on the former Altia’s operating
structure and internal reporting to the CODM used to assess
the performance of the segments. For internal reporting purposes,
reporting on the segment profit is based on an internal measure of
a comparable EBITDA derived as follows:
• Net sales and direct segment expenses reported within
the Comparable EBITDA segment profit measure are measured
on an accrual basis and reported under the same accounting
principles as in the consolidated accounts.
sales and obligations to repurchase certain products are taken into
account in the revenue recognition phase.
In partner supplier agreements, which entitle Group to
distribute partners’ products, Anora acts as a principal towards
the end customer having control over the product, discretion in
establishing prices and owning the inventory. Accordingly, revenue
recognised is the gross amount to which Anora is entitled to in these
product sales.
The amount of excise tax deducted from sales revenue is
significant. The amounts of sales including tax and excise taxes are
presented below:
EUR million 2021 2020
Sales revenues deducted with revenue
adjustments 1 076.6 805.0
Excise tax -598.4 -462.6
Net sales 478.2 342.4
Tax share of sales revenues, % 55.6% 57.5%
36
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Segment net sales and results
The following tables set out the segment net sales and Comparable
EBITDA as well as the reconciliation of the Comparable EBITDA to
the group’s operating result:
1 Jan - 31 Dec 2021
EUR million Finland & Exports Scandinavia Altia Industrial Arcus
Unallocated and
adjustments Group
Net sales, total 123.0 130.5 147.5 115.9 516.8
Net sales, Internal -0.4 -0.7 -37.4 -0.0 -38.6
Net sales, external 122.5 129.8 110.0 115.8 478.2
Comparable EBITDA 21.0 15.8 14.2 19.8 0.9 71.7
Items affecting comparability
1
-8.8
EBITDA 62.9
Depreciation, amortisation and impairment -20.5
OPERATING RESULT 42.4
1 Jan - 31 Dec 2020
EUR million Finland & Exports Scandinavia Altia Industrial
Unallocated and
adjustments Group
Net sales, total 117.7 124.4 143.1 385.3
Net sales, Internal -0.5 -0.5 -41.9 -42.9
Net sales, external 117.2 123.9 101.2 342.4
Comparable EBITDA 19.8 14.2 17.9 0.5 52.4
Items affecting comparability
1
-12.1
EBITDA 40.3
Depreciation, amortisation and impairment -17.4
OPERATING RESULT 22.9
1
Items affecting comparability comprise of material items outside normal business, such as net gains or losses from business and assets disposals, impairment losses, cost for closure of business operations
and restructurings, major corporate projects including direct transaction costs related to business acquisitions and the merger, merger related integration costs, expenses arising from the fair valuation of
inventories in connection with merger, voluntary pension plan change, and costs related to other corporate development. Gains on sale of property, plant and equipment and intangible assets are presented in
Note 1.3. and employee costs related to restructuring in Note 1.5.
• Expenses allocated to the segments related to shared function
costs or business support services expenses comprise costs such
as centralized marketing costs, IT infrastructure related costs,
shared support services, headquarter costs including finance
and treasury, communication, legal and human resource related
costs as well as certain warehousing and service fees. For internal
reporting purposes these cost allocations are based on budgeted
amounts and variances from budgeted amounts are presented
under column “Unallocated and adjustments” and can result
in either incurred overruns or savings compared to budgeted
amounts. All of these variances are not allocated to the segments
for internal reporting purposes.
• The unallocated and adjustments column represents in addition
to the budget variances, certain unallocated headquarter costs.
37
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Net sales by product category
Net sales broken down by product category for the years ended 31
December 2021 and 2020 were as follows:
EUR million 2021 2020
Spirits
Spirits - Altia 129.0 119.1
Spirits - Arcus 39.3 -
Wine
Wine - Altia 119.5 119.5
Wine - Arcus 64.0 -
Other beverages 3.8 2.5
Industrial products and services 110.0 101.2
Logistics (Arcus) 12.6
NET SALES BY PRODUCT CATEGORY, TOTAL 478.2 342.4
Non-current assets by geography
The total of non-current assets other than financial instruments and
deferred tax assets broken down by the location of the assets as at 31
December 2021 and 2020 were as follows:
EUR million 2021 2020
Finland 105.1 107.7
Sweden 52.8 47.0
Norway 408.3 0.2
Estonia 2.1 2.3
Latvia 0.4 0.2
Denmark 94.5 5.2
Other countries 8.3 8.8
NON-CURRENT ASSETS BY GEOGRAPHY, TOTAL 671.4 171.3
1.3. OTHER OPERATING INCOME
Other operating income mainly includes gains on the disposal
of non-current assets, income from sale of energy, water, steam
and carbon dioxide, gains on sale of emission allowances, rental
income and related non-core business service income and contract
termination fees.
EUR million 2021 2020
Gains on sale of property, plant and equipment
and intangible assets 3.7 0.0
Rental income 1.8 1.4
Income from sale of energy, water, steam and
carbon dioxide 3.4 3.3
Other income 1.6 1.5
TOTAL 10.5 6.2
Assets classified for assets held for sale during the reporting period
were sold to Galatea Ab and the proceeds from the sale were EUR
3.7 million.
Other entity-wide disclosures
Net sales by geography
Net sales broken down by the location of Anora entity for the years
ended 31 December 2021 and 2020 were as follows:
EUR million 2021 2020
Finland 214.5 193.5
Sweden 138.7 97.7
Norway 85.3 25.5
Estonia 10.3 9.1
Latvia 10.7 10.8
Denmark 8.3 0.3
Other countries 10.3 5.5
NET SALES, TOTAL 478.2 342.4
Significant customer relationships
The Group has significant customer relationships with Alko in
Finland, with Vinmonopolet in Norway and Systembolaget in
Sweden. The total net sales from Alko were approximately EUR
84.3 million (2020: EUR 81.3 million) of which EUR 77.3 million in
Finland & Exports segment and EUR 7.0 million in Arcus. The total
net sales from Vinmonopolet were EUR 65.8 million (2020: EUR
23.4 million) of which EUR 26.7 million in Scandinavia segment and
EUR 39.1 million in Arcus. The total net sales from Systembolaget
were around EUR 115.1million (2020: EUR 86.2 million) of which
EUR 85.9 million in Scandinavia and EUR 29.2 million in Arcus. In
Anora’s Industrial segment, net sales of EUR 36.4 million (2020:
EUR 27.9 million) were derived from a single external customer. No
other single external customer represented more than 10 per cent
or more of Anora’s total net sales for the years ended 31 December
2021 or 2020.
38
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
1.5. EMPLOYEE BENEFIT EXPENSES
EUR million 2021 2020
Wages and salaries 52.6 38.1
Pension expenses
Defined contribution plans 7.4 5.9
Defined benefit plans 0.0 -
Share -based payments 1.6 0.3
Other social expenses 7.9 4.7
TOTAL 69.6 49.1
In Anora, the total wages and salaries of personnel consists of fixed
and variable pay, allowances, short and long-term incentives and
fringe benefits.
The Group has recognised the total amount of incentives EUR
4.3 million (2020: EUR 5.7 million) in the form of cash bonuses.
Employee benefit expenses include personnel related restructuring
costs of EUR 0.5 million (2020: EUR 0.3 million).
Average number of personnel during the period 2021 2020
Workers 315 256
Clerical employees 484 394
TOTAL 799 650
More information on the Group’s pension plans is presented in
Note 2.7.
Information of management remuneration is presented in
Note 6.3. related party transactions.
1.6. OTHER OPERATING EXPENSES
EUR million 2021 2020
Losses on sales and disposals of property, plant
and equipment and intangible assets 0.0 0.1
Short term, low value and variable lease
payments 1.6 1.4
Marketing expenses 18.4 9.3
Travel and representation expenses 2.0 0.9
Outsourcing services 17.1 16.0
Repair and maintenance expenses 8.6 7.0
Cars and transport services 3.2 0.0
Energy expenses 8.3 7.4
IT expenses 8.9 6.3
Variable sales expenses 13.1 11.4
Other expenses 9.0 6.7
TOTAL 90.2 66.6
Auditor’s fees included in other operating
expenses 2021 2020
Audit fees 0.5 0.3
Tax consultation - -
Other fees 0.2 0.3
TOTAL 0.6 0.6
The table above presents fees to Group auditor PricewaterhouseCoopers
as well as other auditors of Group subsidiaries during the year.
Upon the application of PricewaterhouseCoopers, The oversight
office of Finnish Patent and Registration Office has granted
PricewaterhouseCoopers an exemption from the maximum amount
of non-audit fees referred to in chapter 5, section 4 of the Finnish
Auditing Act. Non-audit fees to PricewaterhouseCoopers Oy in 2020
amounted to EUR 0.8 million of which EUR 0.5 million related to
the issuance and listing of the Altia-Arcus merger consideration and
are recognised directly to equity in 2021.
1.4. MATERIALS AND SERVICES
EUR million 2021 2020
Raw materials, consumables and goods
Purchases during the period 250.7 190.5
Change in inventories 15.7 -0.2
Scrapping and obsolescence and revaluation -2.1 0.6
External services 1.8 1.6
TOTAL 266.1 192.5
Materials and services consist of cost of material, such as barley,
wine, different spirit, liquids, ground water as well as other
ingredients needed for a variety of different drinks, packaging
materials, production costs, changes in inventories, scrapping
and obsolescence costs and external services such as logistics and
warehousing.
39
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
1.7. DEPRECIATION, AMORTISATION
AND IMPAIRMENT
Depreciation and amortisation by asset categories is as follows:
EUR million 2021 2020
Amortisation on intangible assets
Trademarks 3.7 3.7
Software and other intangible assets 2.1 2.2
Total amortisation on intangible assets 5.9 5.9
Depreciation on property, plant and equipment
Buildings 2.8 3.2
Machinery and equipment 5.3 4.8
Other tangible assets 0.0 0.0
Total depreciation on property, plant and
equipment 8.1 8.0
Depreciation on right-of-use assets
Buildings 4.8 2.5
Machinery 1.7 1.0
Total depreciation on right-of-use assets 6.5 3.5
TOTAL DEPRECIATION AND AMORTISATION 20.5 17.4
Group’s depreciation and amortisation methods and periods are
described in Note 2.1. Goodwill and other intangible assets, Note 2.2.
Property, plant and equipment and Note 2.3. Leases.
1.8. RESEARCH AND DEVELOPMENT
EXPENDITURES
Operating result includes research and development expenditures
amounting to EUR 3.5 million (2020: EUR 1.6 million). The R&D
expenditures represents 0.7% of net sales in 2021 (2020: 0.5%).
40
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
2. Operative
assets and
liabilities
OPERATING
RESULT
OPERATIVE
ASSETS AND
LIABILITIES
FINANCIAL
ITEMS AND
CAPITAL
STRUCTURE
FINANCIAL
AND CAPITAL
RISK
CONSOLIDATION OTHER NOTES
2.1. GOODWILL AND OTHER INTANGIBLE ASSETS
Intangible assets comprise of goodwill, marketing related
intangible assets (trademarks and company brands), customer
related intangible assets, software, other intangible assets
and prepayments for intangible assets. Intangible assets
are capitalised at cost price or fair value with deduction for
accumulated depreciation and accumulated write downs in
the event of non-transitory impairment.
Goodwill
Goodwill arising on the business acquisition is recognised
as a residual value in the excess of the aggregate of
the consideration transferred, the amount of non-controlling
interests and any previously held equity interest in
the acquiree, over the fair value of the net assets acquired.
Goodwill is measured at cost less accumulated impairment
losses. Goodwill is not amortised but is tested annually
for impairment.
For the purpose of impairment testing, goodwill is
allocated to the groups of cash generating units (CGU) that are
expected to benefit from the business combinations in which
the goodwill was generated.
Marketing related intangible assets (Trademarks
and company brands)
Marketing related intangible assets are either arising from
business acquisitions or purchased separately. Marketing
related intangible assets that have been acquired in connection
with business acquisitions are capitalized at fair value at
the time of the business acquisition, while separately purchased
marketing related intangible assets are capitalized at cost price.
Critical estimates and management judgements –
Useful lives of trademarks
On initial recognition of marketing related intangible assets,
an assessment is made on whether the asset is expected to
have definite useful lives or not. In this assessment, the Group
gives particular weight to Group’s expected use of the asset,
the customary life cycles for the assets of this type, the stability
of the sector and the business, and the probability that
the Group will succeed in maintaining the asset’s financial
lifetime, given the Group’s ability to maintain value. The Group
also devotes resources to legal control of these assets in large
and important markets.
Marketing related intangible assets with definite useful lives
are amortized by the straight-line method over the expected
useful life. The capitalised value of marketing related intangible
assets with indefinite lifetime is tested for impairment at least
once a year, or more often if there are indications that the value
of the asset has decreased.
The estimated useful lives of marketing related intangible
assets are as follows:
Trademarks with indefinite useful life: not amortized
Trademarks with definite useful life: 0–50 years
Company Brands with definite useful life: 5 years
Customer related intangible assets
(Customer relations)
Customer related intangible assets are arising from business
acquisitions and are capitalized at fair value at the time of
the business acquisition.
Customer related intangible assets are amortized by
the straight-line method over the expected useful life.
The estimated useful lives of customer related intangible
assets are as follows:
Customer relations Wine: 7 years
Other intangible assets
Other intangible assets include software and other intangible
assets in addition to prepayments for intangible assets. These
other intangible assets are recognised in the balance sheet at
the original cost and depreciated over their estimated useful
lives. The costs related to the other intangible assets are
capitalised if it can be demonstrated that the asset will generate
the future economic benefits, the entity controls the asset can
be measured reliably. All other expenditure is recognised as
an expense when incurred.
The estimated useful lives of intangible assets are as follows:
IT-development and software 3–10 years
Expenditure on research activities is recognised in profit or
loss in the period in which it is incurred. The Group has no
projects related to the development activities of new products
or processes qualifying for the identifiability and other criteria
regarding capitalisation under IFRS.
Accounting for emission allowances is described in Note 6.2.
Emission allowances are presented as off-balance sheet items.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
GOODWILL AND OTHER INTANGIBLE ASSETS
EUR million Goodwill Trademarks
Software and other
intangible assets Pre- payments
Other intangible
assets total
Acquisition cost at 1 January 2021 123.0 124.7 25.0 1.4 151.1
Acquisition of subsidiaries 195.4 187.5 13.6 - 201.1
Additions - 0.1 0.1 0.9 1.0
Disposals - -15.4 - - -15.4
Effect of movement in exchange rates 8.9 3.2 0.3 - 3.5
Transfers between items - - 1.5 -1.5 0.0
Acquisition cost at 31 December 2021 327.3 300.0 40.6 0.8 341.4
Accumulated amortisation and impairment losses at 1 January 2021 -41.6 -109.7 -20.7 - -130.4
Acquisition of subsidiaries -2.2 -8.1 -12.1 - -20.1
Amortisation - -3.7 -2.1 - -5.9
Accumulated amortisation on disposals and transfers - 11.7 0.0 - 11.7
Effect of movement in exchange rates -5.8 0.4 -0.3 - 0.1
Accumulated amortisation and impairment losses at 31 December 2021 -49.5 -109.5 -35.2 - -144.7
Carrying amount at 1 January 2021 81.4 15.0 4.3 1.4 20.7
CARRYING AMOUNT AT 31 DECEMBER 2021 277.8 190.6 5.4 0.8 196.7
Acquisition cost at 1 January 2020 128.3 122.8 23.4 2.0 148.1
Additions - 0.0 0.0 1.1 1.2
Disposals - -0.0 - - -0.0
Effect of movement in exchange rates -5.3 1.8 -0.0 - 1.8
Transfers between items - - 1.7 -1.7 0.0
Acquisition cost at 31 December 2020 123.0 124.7 25.0 1.4 151.1
Accumulated amortisation and impairment losses at 1 January 2020 -48.2 -104.5 -18.5 - -123.0
Amortisation - -3.7 -2.2 - -5.9
Accumulated amortisation on disposals and transfers - 0.0 - - 0.0
Effect of movement in exchange rates 6.6 -1.6 -0.0 - -1.6
Accumulated amortisation and impairment losses at 31 December 2020 -41.6 -109.7 -20.7 - -130.4
Carrying amount at 1 January 2020 80.1 18.3 4.9 2.0 25.2
CARRYING AMOUNT AT 31 DECEMBER 2020 81.4 15.0 4.3 1.4 20.7
The most significant trademarks include for example, Gammel Opland, Aalborg, Gammel Dansk, Bradstad, Lysholm Linie, Løiten, Hot’n Sweet,
Renault, Larsen, Xanté, Blossa, Chill Out, Explorer, 1-Enkelt and Arsenitch. Software and other intangible assets are mainly computer software.
Impairment testing
Book value of assets are assessed to determine whether
there is any impairment at least at the end of each financial
year. If any evidence of impairment emerges (a triggering
event), the assets’ recoverable amount is estimated. The
recoverable amount is determined on the basis of value in use.
An impairment loss is recognised if the carrying amount of
an asset exceeds its recoverable amount. The impairment loss
is immediately recognised in profit or loss and the estimated
useful life of the asset in question is reassessed when
an impairment loss is recognised. The recoverable amounts
of goodwill and intangible assets not yet available for use are
estimated annually
The impairment loss is reversed if there has been
such a positive change in the estimates used to determine
the recoverable amount of the asset or cash-generating unit
that recoverable amount of the asset will increase the book
value of asset. Impairment losses are only reversed to
the extent that the asset’s carrying amount does not exceed
the carrying amount that would have been determined if no
impairment loss had been recognised. An impairment loss on
goodwill is never reversed.
Critical estimates and management judgements –
Impairment testing:
The preparation of calculations for the impairment testing
of goodwill requires estimates regarding the future. The
management’s estimates and related critical uncertainties
are related to the components of the recoverable amount
calculation, including the discount rate, the terminal growth
rate and development of the net sales and operating result,
including estimated cost levels of main raw materials and
energy. The discount rates reflect current assessments of
the time value of money and relevant market risk premiums
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Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
reflecting risks and uncertainties for which the future cash flow
estimates have not been adjusted.
The cash generating unit for impairment testing of
marketing related intangible assets is the trademark itself.
To determine the recoverable amount for these assets, future
cash flows are calculated based “relief from royalty” method
before tax.
Impairment testing of goodwill
Allocation of goodwill
Goodwill is allocated to groups of cash-generating units (CGU) that
represent the level on which the management monitors the goodwill.
Preliminary goodwill recognized in the merger of Altia and Arcus
was in total EUR 193.2 million – As the merger was completed
1 of September and the new operating model of Anora has not
yet been implemented, preliminary allocation of the goodwill to
the CGUs has not been done as of 31 December 2021. The goodwill
from the merger has been tested for impairment using Arcus as
cash generating unit. The valuation made on the acquisition date
still supports the value of the goodwill and there have been no
indications of impairment.
Anora reports its business operations under the following
segments: Finland & Exports, Scandinavia, Industrial and Arcus.
Finland & Exports and Scandinavia segments comprise importing,
sale and marketing of wine, spirits and other beverage product
categories in former Altia companies. Within the Finland &
Exports segment the Company operates in Finland, the Baltics and
travel retail channels and conducts exports. Scandinavia segment
represents the former Altia’s operations in Sweden, Norway and
Denmark. Industrial segment comprises the production of ethanol,
starch and feed as well as contract services.
The Arcus segment comprises former Arcus Wine, Spirits and
Logistics (Vectura) business areas. Spirits and Wine handle product
development, imports, sales and marketing respectively. All
production of spirits, and bottling of wine and spirits, are part of
the Spirits business area. Vectura handles distribution in Norway
and offers distribution services to producers, agents and importers
of wine, spirits, beer, and other beverages. These segments comprise
both Anora’s operating and reportable segments. Goodwill is
monitored by management at the level of the operating segments.
A segment-level allocation of the goodwill at 31 December 2021
and 2020 is presented below:
EUR million 2021 % 2020 %
Finland& Exports 46.6 16.8% 46.4 57.0%
Scandinavia 34.1 12.3% 35.0 43.0%
Arcus 197.0 70.9%
TOTAL 277.8 100% 81.4 100%
Impairment testing
The Group has aligned the former Altia and Arcus policies and
estimates regarding the impairment testing. The key assumptions in
goodwill impairment testing are operating result and discount rate.
The goodwill allocated to the Group’s cash-generating units is
tested for impairment annually or when there is reason to assume
that the carrying amount has exceeded the recoverable amount,
with the carrying amount compared to the recoverable amount in
the testing. The annual impairment tests have been carried out on 31
October 2021 and 31 October 2020.
The cash flow estimates used are based on CGU-specific financial
plans for the following year approved by the Group’s management.
The forecast period applied for the calculations covers five years,
beyond which the cash flow projections are extrapolated using
a constant market-specific growth rate estimate. The forecasted
cash flows for a longer term than this have been estimated by
using an annual growth rate estimate of 2.0% which is based on
an assumption of inflation growth.
The COVID-19 pandemic has been taken into consideration in
CGU specific financial plans for the year 2022 and its impacts on
operating result.
The market-specific WACC estimates are based on external
market-specific references. Management makes judgements
regarding the development of assumptions other than WACC based
on internal and external views of the industry’s history and future.
The weighted average costs of capital used as discount rates for
the cash flow estimates are presented in the enclosed table:
Used pre-tax discount rate % 2021 2020
Finland & Exports 8.5% 6.4%
Scandinavia 8.8% 6.0%
Arcus 8.8%
The estimated average operating margins used in the calculations
are presented in the enclosed table:
Projected average pre-tax operating result % 2021 2020
Finland & Exports 11.9% 14.9%
Scandinavia 9.5% 9.1%
Arcus 13.4%
Based on the analyses prepared by the company, no reasonably
possible change in any of the key assumptions would cause any of
the tested unit’s recoverable amount to decrease to be equal to its
carrying amount.
Equivalent impairment tests are made for trademarks. The
recoverable amount for trademarks is calculated on the basis of
relief from royalty method before taxes whereby the brand’s annual
royalty rate is considered to be the expected long term profit that
the individual trademarks are expected to have. The forecast period
applied for the calculations covers five years. The terminal value is
44
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
based on an assumption of inflation growth of 2 percent. Cash flow
estimates used are discounted using a discount rate.
A significant proportion of the Group’s trademarks are assessed
not to have definite useful lives. These are not amortised on
an ongoing basis but are solely subject to annual impairment
testing. On initial recognition of trademarks, it is assessed whether
the trademark is expected to have definite useful lives or not. In this
assessment, the Group gives particular weight to Group’s expected
use of the trademark, the customary life cycles for trademarks of this
type, the stability of the sector and the business, and the profitability
that the Group will succeed in maintaining the trademark’s financial
life time given the Group’s ability to maintain value. The Group
also devotes resources to legal control of trademarks in large and
important markets.
At the end of 2021, all of the Group’s trademarks with indefinite
useful lives were related to Arcus. Most of the trademarks within
Arcus Spirits business are trademarks that have existed for several
decades and some have existed for several hundred years. If
impairment tests show declining curves over time, the trademark
may be written down to estimated value in use and a new
assessment of the trademark’s estimated useful live is performed. If
it is estimated after a new assessment that the useful life is no longer
indefinite, the trademark is redefined to have a definite useful life,
whereby a linear depreciation term is determined for the remaining
book value.
2.2. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment
Property, plant and equipment mainly consist of
manufacturing and warehouse buildings, land, and machinery
and equipment used in alcoholic beverage industry. Property,
plant and equipment are measured at historical cost less
accumulated depreciation and possible impairment losses.
If parts of an item of property, plant and equipment have
different useful lives, they are accounted for as separate
items. The subsequent costs related to the items of property,
plant and equipment are capitalised only if the future
economic benefits exceed the originally assessed standard
of performance. All other expenditure, for example ordinary
maintenance and repair costs, is recognised as an expense as
incurred. Depreciation is recognised on a straight-line basis
over the estimated useful lives of items of property, plant and
equipment. Land is not depreciated.
Government grants, for example grants received from
the State, are recognised in profit or loss in the same period
in which the related expenses are recognised. Grants that
compensate the Group for the acquisition of property, plant
and equipment are deducted from the carrying amount
adjusted with the grant received.
Investment properties are properties held by the Group
in order to earn rental income or for capital appreciation.
Investment properties are measured at cost less accumulated
depreciation and impairment losses. Fair values of investment
properties are determined based on a valuation carried out by
an external property valuator.
The estimated useful lives of property, plant and equipment
are as follows:
Buildings and structures 10–40 years
Machinery and equipment 3–20 years
Other tangible assets 3–10 years
The estimated useful lives and residual values are reviewed
at each financial year-end, and if they differ substantially
from the previous estimates, the depreciation periods are
adjusted accordingly. Impairment loss is recognised in profit
or loss to the extent the assets carrying value exceeds its
recoverable amount.
Gains and losses on the disposals of property, plant and
equipment are included in other operating income or expenses.
Covid-19 pandemic has not had significant effect on
utilization of fixed assets therefore there were no need to
change the estimated useful lives and no impairment losses
were detected.
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Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
PROPERTY, PLANT AND EQUIPMENT
EUR million
Land and
water areas
Buildings and
structures
Machinery and
equipment
Other
tangible assets
Prepayments and
assets under construction Total
Acquisition cost at 1 January 2021 3.0 112.6 133.9 0.8 2.6 252.9
Acquisition of subsidiaries - - 37.1 - 3.9 41.0
Additions - 0.1 1.1 - 3.4 4.6
Disposals - - -0.2 - - -0.2
Effect of movement in exchange rates - -0.0 1.0 -0.0 0.1 1.1
Transfers between items 0.0 0.8 3.9 - -4.7 0.0
Acquisition cost at 31 December 2021 3.0 113.4 176.7 0.8 5.3 299.3
Accumulated depreciation and impairment losses at 1 January 2021 0.0 -88.7 -105.1 -0.2 - -194.0
Acquisition of subsidiaries - - -25.4 - - -25.4
Depreciation - -2.8 -5.3 -0.0 - -8.1
Accumulated depreciation on disposals and transfers - -0.0 0.1 - - 0.1
Effect of movement in exchange rates - 0.0 -0.6 - - -0.6
Accumulated depreciation and impairment losses at 31 December 2021 0.0 -91.4 -136.4 -0.2 - -228.0
Carrying amount at 1 January 2021 3.0 23.9 28.7 0.6 2.6 58.9
CARRYING AMOUNT AT 31 DECEMBER 2021 3.0 22.0 40.3 0.6 5.3 71.3
Acquisition cost at 1 January 2020 3.0 111.3 131.3 0.8 1.6 247.9
Additions - 0.2 0.7 0.0 5.2 6.1
Disposals -0.0 -0.5 -0.9 - - -1.4
Effect of movement in exchange rates - 0.0 0.2 0.0 - 0.2
Transfers between items - 1.6 2.6 - -4.2 0.0
Acquisition cost at 31 December 2020 3.0 112.6 133.9 0.8 2.6 252.9
Accumulated depreciation and impairment losses at 1 January 2020 0.0 -85.8 -101.1 -0.2 - -187.0
Depreciation - -3.2 -4.8 -0.0 - -8.0
Accumulated depreciation on disposals and transfers - 0.3 0.8 - - 1.2
Effect of movement in exchange rates - -0.0 -0.1 - - -0.1
Accumulated depreciation and impairment losses at 31 December 2020 0.0 -88.7 -105.1 -0.2 - -194.0
Carrying amount at 1 January 2020 3.0 25.6 30.2 0.6 1.6 60.9
CARRYING AMOUNT AT 31 DECEMBER 2020 3.0 23.9 28.7 0.6 2.6 58.9
46
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
2.3. LEASES
Leases
Lease is a contract, or a part of a contract that conveys
the right to use an asset for a period of time in exchange
for consideration. A contract contains a lease if there is
an identified asset and the contract conveys the right to control
the use of an identified asset for a period of time in exchange
for consideration.
Anora mainly acts as the lessee. The Group’s leases are
related to normal business operations, such as leases on
production, distribution and administration buildings,
machine & equipment for production, vehicles, forklifts and
office technology. The lease standard removes the previous
distinction between operating and finance leases. In
accordance with the standard, an asset item (right of use of
the leased asset) and a financial liability concerning lease
payments have been recognised for most of Anora’s leases.
The lease liability is measured by discounting the expected
lease payments to the current value. Lease payments include
fixed lease payments, expected payments related to residual
value guarantees and the possible exercise price of the purchase
option if the use of the option is reasonably certain. The lease
period is the non-cancellable period of the lease. Any extension
options are added to the lease period if it is reasonably certain
that the Group will exercise such options.
Lease payments are discounted at the internal rate of return
of the lease if that rate can be readily determined. If an internal
rate of return cannot be readily determined, the interest
rate for additional credit is used as the discount rate. The
criteria used to determine the discount rate includes the class
of the underlying asset, geographical location, currency,
the maturity of the risk-free interest rate and the lessee’s credit
risk premium.
The lease liability is remeasured and adjusted against
the right of used asset if the cash flow in accordance with
the original terms and conditions of lease changes; for example,
if the lease period changes or if the lease payments change
based on a variable index or interest rate. The lease liability is
divided into current and non-current liability and is presented
on a separate line on the balance sheet.
Right-of-use assets are measured at acquisition cost based
on the amount of the initial measurement of the lease liability.
Right-of-use assets are depreciated over the lease period or
their useful lives, depending on which is shorter. Right -of
use assets related to land, buildings and other real estate are
depreciated in 1-32 years and right-of -use assets related to
machinery and equipment are depreciated in 1-15 years.
Right-of-use assets related to tangible assets are presented
on a separate line on the balance sheet.
The IFRS 16 standard includes exemptions concerning
leases of less than 12 months and low-value assets. Anora treats
leases with less than 12 months remaining of the lease period
at the time of transition as current underlying asset items that
are not recognised on the balance sheet. The selection is made
based on the class of the underlying asset. Exemptions apply to
all underlying asset items other than vehicles and offices, which
are recognised on the balance sheet even if their remaining
lease period is less than 12 months at the time of transition.
Lease liabilities are not recognised for low-value assets.
Anora considers assets with an acquisition cost of less than
EUR 5,000 to be low-value. Lease expenses related to leases
included in the exemptions are recognised in equal instalments
over the lease period.
Lease agreements include the agreement concluded
with Gjelleråsen Elendom AS on the lease of production,
distribution, and administration buildings at Gjelleråsen for
a term of 25 years as from 1 January 2012. The annual rent
under this agreement is about EUR 11.5 million as from 2020.
On the relocation to Gjelleråsen in 2012, agreements were
entered by former Arcus into for the lease of new machines
and equipment for the production and distribution activities
at Gjelleråsen. The contract partner for these agreements is
Nordea Finans and agreements are subject to variable interest
rates. Even though in principle, the lease agreements were
entered into with a 15-year repayment and interest profile
(annuity), the actual terms of the agreements are for a shorter
period of time, with the option of renewal. In 2020, former
Arcus and Nordea signed an addendum to the agreement
with Nordea whereby the renewal options are exercised so
that at the end of the year the formally agreed repayment
term is also in line with the plan as it has appeared from
the commencement of the agreement. The agreement runs
until 2027.
Other lease agreements include lease agreements for office
premises, other machinery and equipment, company cars,
trucks, lorries in the logistics business and lease of various
office machines.
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Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
RIGHT-OF-USE ASSETS
EUR million Buildings
Machinery
and
equipment Total
Acquisition cost at 1 January 2021 13.3 4.1 17.5
Acquisitions of subsidiaries 116.7 30.9 147.6
Additions 3.6 1.5 5.1
Disposals - -0.4 -0.4
Effect of movement in exchange rates 2.9 0.8 3.7
Acquisition cost at 31 December 2021 136.5 37.0 173.4
Accumulated depreciation at 1 January 2021 -5.2 -2.0 -7.2
Acquisitions of subsidiaries -17.2 -16.3 -33.5
Depreciation -4.8 -1.7 -6.5
Accumulated depreciation on disposals - 0.3 0.3
Effect of movement in exchange rates -0.4 -0.4 -0.8
Accumulated depreciation at 31 December 2021 -27.6 -20.2 -47.8
Carrying amount at 1 January 2021 8.1 2.1 10.2
CARRYING AMOUNT AT 31 DECEMBER 2021 108.9 16.8 125.7
EUR million Buildings
Machinery
and
equipment Total
Acquisition cost at 1 January 2020 10.9 3.1 14.1
Additions 2.1 1.2 3.3
Disposals - -0.2 -0.2
Effect of movement in exchange rates 0.3 0.0 0.3
Acquisition cost at 31 December 2020 13.3 4.1 17.5
Accumulated depreciation at 1 January 2020 -2.6 -1.1 -3.7
Depreciation -2.5 -1.0 -3.5
Accumulated depreciation on disposals - 0.1 0.1
Effect of movement in exchange rates -0.1 -0.0 -0.2
Accumulated depreciation at 31 December 2020
-5.2 -2.0 -7.2
Carrying amount at 1 January 2020 8.4 2.0 10.4
CARRYING AMOUNT AT 31 DECEMBER 2020 8.1 2.1 10.2
2.4. INVENTORIES
Inventories
Inventories are measured at the lower of cost and net realisable
value. Self-manufactured products are measured at standard
prices, except cognac products, which are measured at
weighted average cost. Fixed production costs are allocated to
the cost of own production.
Raw materials, supplies and trading goods are measured at
weighted average cost. Semi-finished products are measured at
weighted average cost, except semi-finished products produced
in Estonia, which are measured at standard prices. Repacked
trading goods are measured at standard cost in repacking
plant.
The cost of finished products and work in progress
includes raw materials, direct labour costs, other direct costs
as well as an allocable proportion of variable procurement
and production costs and fixed overheads in case of finished
products, determined based on normal operating capacity.
Net realisable value is the estimated selling price in
the ordinary course of business, less the estimated costs of
completion and the estimated costs necessary to make the sale.
EUR million 2021 2020
Materials and supplies 47.6 43.9
Work in progress 19.6 9.8
Finished goods 47.3 16.4
Goods 25.1 22.0
Advance payments 0.1 0.2
TOTAL 139.7 92.3
Anora recognised write-downs of inventories amounting to EUR
2 million in 2021 (2020: EUR 1.6 million).
2.5. CONTRACT ASSETS AND LIABILITIES
(CURRENT)
Contract assets represent the amount which Altia has right to
receive goods expected to be returned to inventory with respect
to return clauses in the contracts. Contract assets are measured
at the former carrying amount of the inventory less any
expected costs to recover the goods and less any impairment
losses.
Contract liabilities represent the amount received or
receivable that is expected to be returned as a refund liability.
EUR million 2021 2020
Contract assets 0.2 0.2
TOTAL 0.2 0.2
Contract liabilities 0.4 0.5
TOTAL 0.4 0.5
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Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
2.6. TRADE AND OTHER RECEIVABLES
(CURRENT)
Trade and other receivables
Trade receivables are carried at original invoiced amount
less any impairment losses. An impairment loss is recognized
immediately in profit and loss. Impairment provisions are
recognized based on lifetime expected credit losses from trade
receivables in accordance with IFRS 9. The expected credit
loss model is forward looking and expected default rates are
based on historical realized credit losses. The lifetime expected
credit loss provision is calculated using aging of the accounts
receivable and regional portfolios.
Sold trade receivables are derecognised from the balance
sheet as soon as the receivable is sold and the price has been
received. At the time of sale, the Group derecognises the trade
receivable as the contractual rights to these cash flows expire
and all the related substantial risks and rewards have been
transferred outside the Group. The costs related to the sold
receivables are recognised in Other finance expenses.
TRADE AND OTHER RECEIVABLES
EUR million 2021 2020
Trade receivables 218.2 40.5
Accrued income 8.9 2.7
Receivables on derivative instruments 2.8 0.7
Other receivables 2.9 2.9
TOTAL 232.8 46.8
At the end of the reporting period 2021 the sold trade receivables
amounted to EUR 81.4 million (2020: EUR 91.9 million). Trade
receivables from associated companies and joint arrangements are
presented in Note 6.3.
AGEING ANALYSIS OF TRADE RECEIVABLES
EUR million 2021 2020
Trade receivables not past due 201.1 38.0
Trade receivables past due 1-90 days 16.8 2.6
Trade receivables past due over 90 days 1.2 0.3
Impairment losses -0.9 -0.3
TOTAL 218.2 40.5
The realized impairment losses recognized on trade receivables
during the year 2021 amounted to EUR 0.2 million (2020: EUR 0.1
million).
A significant share of the Group’s revenue is associated with
the state monopolies in the Nordic region, where there is not
considered to be any credit risk. The group’s credit risk is otherwise
spread over a large number of small customers within the HORECA
market, industrial customers as well as a small number of
distributors outside the home markets. On this basis, the Group
applies a simplified approach to calculation of expected credit losses.
The loss allowance for trade receivables is based on the ageing of
the accounts receivables, regional portfolio and experienced historic
credit losses. Forward looking macro-economic information has
been included in analysis.
2.7. EMPLOYEE BENEFIT OBLIGATIONS
Group’s pension arrangements
The Group operates various pension plans in accordance with local
conditions and practices in different countries. In the Finnish,
Norwegian, Swedish, Danish and German companies, statutory
pension obligations are arranged through pension insurance
companies, when the plans are defined contribution plans and they are
managed in accordance with local legislation and established practice.
Up to 31 December 2008, Arcus ASA and its subsidiaries in
Norway had a group defined benefit plan for their employees.
These plans were terminated and plans were switched to defined
contribution plans. On the transition 2009, all those who were ill or
disabled remained in the defined benefit plans. There is a pension
obligation of EUR 0.4 million related to five individuals and this
pension obligation is secured with assets.
Gift pension and unfunded pension arrangements
On the transition 2009 to the defined contribution plan in Arcus
ASA and its subsidiaries, there were individuals who would be
disadvantaged in the event of early retirement at 65-67 years of age.
To compensate for this, it was agreed to that a gift pension would
be paid to all employees who were affected. As at 31.12.2021, this
pension is linked to 91 employees and the total obligation has been
recognized at EUR 1.2 million.
The Group has defined benefit pension plans for supplementary
pension in Altia Norway and France.
In defined benefit pension plans, the amount of the pension
benefit at retirement is calculated based on salary, years of service
and life expectancy. The Norwegian and French pension plans
cover only few employees, thus the related pension liabilities are
not material for the Group. At the end of the reporting period 2021
the defined benefit plan obligation amounted to EUR 1 million
(2020: EUR 1.1 million).
49
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
2.8. TRADE AND OTHER PAYABLES
EUR million 2021 2020
Current
Trade payables 96.1 29.6
Accruals for wages and salaries and social
security contributions 15.8 6.0
Interest liabilities 0.3 0.3
Other accrued expenses 41.9 23.2
Derivative liabilities 0.6 1.9
Excise tax 136.5 54.7
VAT liability 69.9 29.4
Other liabilities 13.5 7.6
TOTAL 374.4 152.6
2.9. PROVISIONS
Provisions
A provision is recognised when the Group has a present legal
or constructive obligation as a result of a past event, and it is
probable that an outflow of economic benefits will be required
to settle the obligation and the amount of the obligation can
be reliably estimated. The amount recognised as provision is
the management’s best estimate of the costs required to settle
the existing obligation at the end of the reporting period. If part
of the obligation may potentially be compensated by a third
party, the compensation is recognised as a separate asset when
it is virtually certain that the compensation will be received.
A provision for restructuring is recognised when a detailed
restructuring plan has been prepared, and the implementation
of the plan has either been commenced or the plan has been
announced to those who are affected.
The Group had no provisions at 31 December 2021 or 31 December
2020.
50
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
3. Financial items
and capital
structure
Dividend
per share
EUR
0.45
Earnings
per share
EUR
0.67
OPERATING
RESULT
OPERATIVE
ASSETS AND
LIABILITIES
FINANCIAL
ITEMS AND
CAPITAL
STRUCTURE
FINANCIAL
AND CAPITAL
RISK
CONSOLIDATION OTHER NOTES
3.1. FINANCE INCOME AND EXPENSES
FINANCE INCOME
EUR million 2021 2020
Interest income
Loans, receivables and cash and cash
equivalents 0.3 0.1
Total interest income 0.3 0.1
Foreign exchange gains
Foreign exchange gains on FX-derivatives 0.0 -
Foreign exchange gains on I/C loans and
cash pool accounts 0.6 -
Total foreign exchange gains 0.7 -
Dividend income
Fair value through other comprehensive
income 0.2 0.2
Total dividend income 0.2 0.2
Other financial income
Other financial income 0.0 -
Total other financial income 0.0 -
TOTAL FINANCE INCOME 1.2 0.2
Foreign exchange differences arising from trade receivables and
trade payables amounting to EUR 0.3 million (2020: EUR 0.4
million) and from currency derivatives amounting to EUR 0.2
million (2020: EUR -0.7 million) are included in operating result.
FINANCE EXPENSES
EUR million 2021 2020
Interest expenses
Financial liabilities at amortised cost 1.9 1.1
Derivatives under hedge accounting (Interest
rate risk) 0.4 0.4
Interest expenses on lease liabilities 1.6 0.1
Other interest expenses, pension liability 0.0 0.0
Total interest expenses 3.9 1.7
Foreign exchange losses
Foreign exchange losses on FX-derivatives -0.0 0.0
Foreign exchange losses on I/C loans and
cash pool accounts 1.2 0.1
Total foreign exchange losses 1.1 0.1
Other finance expenses
Other financial expenses 1.6 1.4
Total other finance expenses 1.6 1.4
TOTAL FINANCE EXPENSES 6.7 3.1
3.2. FINANCIAL ASSETS AND LIABILITIES
3.2.1 FINANCIAL ASSETS
According to IFRS 9 the classification is business model driven
and there are three classes: fair value through profit and loss,
amortised cost and fair value through other comprehensive
income. Classification is made upon initial recognition based
on the purpose of use of the asset. The basis of classification is
reassessed at each reporting date.
All purchases and sales of financial instruments are
recognised on the trade date, which is the date when the Group
commits to purchase or sell a financial instrument. Financial
assets are recognised in the balance sheet at original cost
which equals their fair value at the acquisition date. If the asset
in question is not measured at fair value through profit or
loss, transaction costs are included in the original cost of
the financial asset.
The Group derecognises a financial asset when
the contractual rights to the cash flows from the asset expire,
or the Group transfers all the substantial risks and rewards
related to the financial asset outside the Group. Financial
assets are included in non-current items of the balance sheet
when their maturity is over 12 months.
Impairment of financial assets
The impairment model requires the recognition of impairment
provision based on expected credit losses. The impairment
provision is recognised based on lifetime expected credit losses
from trade receivables and contract assets. More information
on the impairment provision on trade receivables can be found
in Note 2.6. Trade and other receivables (current).
The impairment model does not apply to financial assets
measured at fair value and investments in associates and
joint ventures and interests in joint operations since those
52
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
are measured at fair value which already takes into account
expected credit losses.
Financial assets recognised at fair value through
profit or loss
This category includes financial assets held for trading
purposes or otherwise designated as financial assets recognised
at fair value through profit or loss by Anora Group. Derivative
instruments held for hedging purposes, but not qualifying for
the criteria of hedge accounting, are classified in this category.
Items in this category are initially recognised at fair value and
subsequently measured at the fair value of each reporting date,
which is the market bid price at the end of the reporting period
determined based on public price quotations in active markets.
Realised and unrealised gains and losses arising from changes
in fair values are recognised in profit or loss in financial
items in the period in which they are incurred if they relate to
hedging of financial items.
Amortised cost
Loans and receivables arise when money, goods or services
are delivered to a debtor, and they are included in current or
non-current financial assets in accordance with their maturity.
The assets in this category are held according to a business
model of which objective is to collect contractual cash flows.
In Anora, non-current receivables include loan receivables
and other receivables with the maturity of over one year.
Current receivables include trade receivables as well as cash
and cash equivalents presented under current financial assets.
Receivables are measured at amortised cost when the related
payments are fixed or determinable and the instruments are
not quoted in financial markets. The exchange rate differences
of intra-group foreign currency denominated loan receivables
are presented within financial items as foreign exchange
differences related to loans. The exchange rate differences of
foreign currency denominated trade receivables are presented
in income statement as adjustments to sales.
Fair value through other comprehensive income
These assets are non-derivative financial assets which are
either designated in this category or not classified in any other
category of financial assets. These are included in non-current
assets, unless they are intended to be held less than 12 months
from the end of the reporting period, in which case they are
included in current assets.
Financial assets measured at fair value through other
comprehensive income consist of unquoted shares. Unquoted
shares are measured at fair value based on market approach
valuation techniques using information from market
transactions involving comparable assets.
Fair value through other comprehensive income
Fair value through other comprehensive income assets consisted
of unquoted shares, amounting to EUR 0.7 million (2020: EUR 1.4
million).
3.2.2 FINANCIAL LIABILITIES
Financial liabilities are classified as financial liabilities at fair
value through profit or loss and financial liabilities at amortised
cost. Financial liabilities are initially measured at fair value and
recognised net of transaction costs, with the exception of items
measured at fair value through profit or loss.
A financial liability (or a part of it) is not derecognised
until the obligation specified in the contract is discharged
or cancelled or expires. A financial liability is classified as
current, unless the Group has an unconditional right to defer
the settlement of the liability for at least 12 months after
the end of the reporting period.
Financial liabilities at fair value through profit orloss
Financial liabilities at fair value through profit or loss include
derivatives held for hedging purposes but not qualifying for
hedge accounting and put options for the purchase of non-
controlling interests. Derivatives held for hedging purposes
but not qualifying for hedge accounting are measured at fair
value, which is determined based on price quotations in active
markets at the reporting date. Realised and unrealised gains
or losses arising from the changes in fair values are recognised
through profit or loss in the financial items as incurred. The
liabilities related to options for the purchase of non-controlling
interests are estimated on the basis of pricing mechanisms
applied in the shareholder agreements
Financial liabilities at amortised cost
This category includes the Group’s external loans from
financial institutions, loans from pension institutions,
commercial paper loans as well as trade payables. These
financial liabilities are measured at amortised cost using
the effective interest method. When loans are paid off or
refinanced, the related unamortised costs are recognised in
finance expenses. Group overdrafts in use are included in
current borrowings. In addition, Anora has a revolving credit
facility and the related fee is amortised on a straight-line basis
in other finance expenses during the term of the facility.
The exchange rate differences arising from foreign currency
denominated loans from financial institutions are disclosed
under financial items. The exchange rate differences of intra-
group foreign currency denominated loans are presented
within financial items in the foreign exchange differences of
the category financial liabilities at amortised cost.
The fair values of loans from financial institutions and
commercial paper loans are determined based on future cash
flows discounted with market interest rate at the reporting date
53
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
adjusted with Anoras credit risk premium. At the reporting
date, the carrying amounts of the loans are considered to equal
their fair values because of the stable level of market interest
rates. The fair values of lease and finance lease liabilities
are based on discounted future cash flows. The discount
rate is internal rate of return of the lease or interest rate for
additional credit.
LIABILITIES AT FAIR VALUE THROUGH PROFIT AND LOSS
EUR million 2021 2020
Book value at the beginning of the period - -
Acquisition of subsidiaries 1.1 -
Changes in value during period 0.2 -
Interest during period 0.0 -
Translation differences 0.0 -
Book value at the end of the period 1.3 -
Non-current liability 1.3 -
Current liability - -
Total liabilities through profit and loss 1.3 -
Options for the purchase of non-controlling interests
Within the Group’s wines business, the general managers of several
subsidiaries have non-controlling interests. Most of the general
managers have put options linked to their interests and these
options can be exercised on a future date. The Group does not
have control of these shares at the end of period, nor does it have
control of the possible exercising of the put options. The value of put
options is therefore recognized as liabilities at fair value at the end
of the year.
The liabilities related to options for the purchase of non-
controlling interests are estimated on the basis of pricing
mechanisms applied in the shareholder agreements discounted for
the close of the financial year. The most important parameters in
the pricing mechanisms were the development in the share values,
measured as EBIT (operating profit) up to the estimated due date,
multiplied by a fixed market based multiple. As the basis for EBIT,
the underlying companies’ budgets and long-term plans up until
the expected due date are used. The discount rate is NIBOR or
STIBOR with duration matched to the expected due date.
BORROWINGS AND LEASE LIABILITIES
EUR million 2021 2020
Non-current
Loans from financial institutions 127.8 59.9
Loans from pension institutions 8.3 9.8
Lease liabilities 120.8 7.0
TOTAL 256.9 76.6
Current
Loans from financial institutions 5.0 5.0
Loans from pension institutions 1.5 1.5
Commercial papers 20.0 40.0
Lease liabilities 11.6 3.7
TOTAL 38.1 50.1
Interest-bearing non-current loans from financial and pension
institutions are measured at amortised cost using the effective
interest method.
Group had, as at 31 December 2021, non-current and current
loans from financial and pension institutions nominated in EUR
69,8 million in total and in SEK 750,0 million in total. As at 31
December 2020 EUR nominated loan amount was 76,3 million.
The weighted average effective interest rate (p.a.) of the Group’s
loans from financial and pension institutions as at 31 December
2021 was 1.5% (2020: 1.5%).
The weighted average interest rate (p.a.) of the Group’s lease
liabilities as at 31 December 2021 was 3.9% (2020: 1.1%).
On December 2021 Anora Group Plc signed Amendment and
Restatement agreement to extend the maturities of existing loans as
follows:
The maturity of EUR 55 million term loan facility is extended
from January 2023 to January 2024 and is repaid in full on its
termination date as originally agreed. The maturity of EUR 60
million revolving credit facility is extended from January 2023 to
January 2024.
Simultaneously Arcus Holding AS and VinGruppen Sweden
Holding AB have entered into agreement to extend the maturities of
external facilities, NOK 800 million, NOK 50 million and SEK 750
million from October 2022 to January 2024.
The related fees equivalent to EUR 194k are amortised until
extended loan maturity and are included in other financial costs.
54
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
THE NET DEBT
Movements in Net debt the year ended 31 December 2021 and 2020 are presented in the following table:
EUR million
Cash and cash
equivalents
Loans from
financial and
pension institutions
(non-current)
Loans from
financial and
pension institutions
(current)
Lease liabilities
(non-current)
Lease liabilities
(current) Total
Net debt as at 1 January 2021 130.7 69.6 46.5 7.0 3.7 -3.9
Cash flows 6.8 -0.1 -26.5 - -6.2 -39.6
Translation differences -1.7 -0.5 - 2.9 0.2 4.3
Acquisitions of subsidiaries 33.2 73.3 - 112.3 7.4 159.9
Other non-cash movement - -6.4 6.5 -1.4 6.6 5.3
NET DEBT AS AT 31 DECEMBER 2021 168.9 136.1 26.5 120.8 11.6 126.0
Net debt as at 1 January 2020 64.2 76.1 6.5 7.1 3.4 28.9
Cash flows 65.1 - 33.5 - -3.7 -35.3
Translation differences 1.4 - - - - -1.4
Other non-cash movement - -6.4 6.5 -0.1 3.9 3.9
NET DEBT AS AT 31 DECEMBER 2020 130.7 69.6 46.5 7.0 3.7 -3.9
Derivative instruments
Derivatives are included in financial assets and liabilities at fair
value through profit or loss when they do not meet the criteria
of hedge accounting pursuant to IFRS 9. These derivatives
are recognised at fair value on the trade date and they are
subsequently measured at fair value at the reporting date.
Derivative instruments and hedge accounting are described in
Note 3.3.
The fair values of derivatives equal the amount that
the Group would have to pay, or it would receive from
the termination of the derivative contract at the reporting date.
The fair values of forward exchange contracts are determined
by using the market prices at the reporting date. The fair values
of interest rate derivatives are determined by discounting
the related future cash flows. The valuation of commodity
derivatives is determined based on the fair values received
from the financial markets.
55
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
3.2.3 CLASSIFICATION AND FAIR VALUES OF FINANCIAL ASSETS ANDLIABILITIES
FAIR VALUES AND THE CARRYING AMOUNTS IN THE CONSOLIDATED BALANCE SHEET FOR EACH FINANCIAL INSTRUMENT BY CLASSES:
2021
EUR million Note
Derivatives,
hedge accounting
Fair value
through profit or loss Amortised cost
Fair value
through other
comprehensive income
Carrying amounts
of items in
the balance sheet Fair value Level
Financial assets
Non-current financial assets
Investments in associates and receivables
from interests in joint operations - - 16.3 - 16.3 16.3
Unquoted shares
3.2.1. - - - 0.7 0.7 0.7 3
Other non-current receivables - - 0.1 - 0.1 0.1
Current financial assets
Trade and other receivables
2.6. - - 220.1 - 220.1 220.1
Derivative instruments/Forward exchange contracts
2.6. 0.4 0.1 - - 0.5 0.5 2
Derivative instruments/Commodity derivatives
2.6. 2.3 - - - 2.3 2.3 2
Cash and cash equivalents
4.1. - - 168.9 - 168.9 168.9
TOTAL 2.7 0.1 405.3 0.7 408.8 408.8
Financial liabilities
Non-current financial liabilities
Borrowings
3.2.2. - - 136.1 - 136.1 136.1 2
Lease liabilities
3.2.2. - - 120.8 - 120.8 120.8 2
Non-current liabilities at fair value through profit or loss - 1.3 - - 1.3 1.3 3
Other non-current liabilities - - 0.0 - 0.0 0.0
Current financial liabilities
Borrowings
3.2.2. - - 26.5 - 26.5 26.5 2
Lease liabilities
3.2.2. - - 11.6 - 11.6 11.6 2
Trade and other payables
2.8. - - 97.2 - 97.2 97.2
Derivative instruments/Interest rate derivatives
2.8. 0.5 - - - 0.5 0.5 2
Derivative instruments/Forward exchange contracts
2.8. 0.0 0.0 - - 0.0 0.0 2
TOTAL 0.5 1.3 392.2 - 394.1 394.1
56
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
2020
EUR million Note
Derivatives,
hedge accounting
Fair value
through profit or loss Amortised cost
Fair value
through other
comprehensive income
Carrying amounts
of items in
the balance sheet Fair value Level
Financial assets
Non-current financial assets
Investments in associates and receivables
from interests in joint operations - - 9.1 - 9.1 9.1
Unquoted shares
3.2.1. - - - 1.4 1.4 1.4 3
Current financial assets
Trade and other receivables
2.6. - - 41.9 - 41.9 41.9
Derivative instruments/Forward exchange contracts
2.6. 0.0 0.0 - - 0.0 0.0 2
Derivative instruments/Commodity derivatives
2.6. 0.6 - - - 0.6 0.6 2
Cash and cash equivalents
4.1. - - 130.7 - 130.7 130.7
TOTAL 0.7 0.0 181.6 1.4 183.8 183.8
Financial liabilities
Non-current financial liabilities
Borrowings
3.2.2. - - 69.6 - 69.6 69.6 2
Lease liabilities
3.2.2. - - 7.0 - 7.0 7.0 2
Current financial liabilities
Borrowings
3.2.2. - - 46.5 - 46.5 46.5 2
Lease liabilities
3.2.2. - - 3.7 - 3.7 3.7 2
Trade and other payables
2.8. - - 29.6 - 29.6 29.6
Derivative instruments/Interest rate derivatives
2.8. 1.0 - - - 1.0 1.0 2
Derivative instruments/Forward exchange contracts
2.8. 0.8 0.2 - - 1.0 1.0 2
TOTAL 1.8 0.2 156.4 - 158.3 158.3
At the reporting date due to short maturity fair value of trade
receivables and other short-term receivables and liabilities equal to
their value in the balance sheet.
The table above presents the classification of financial
instruments. The levels 1-3 of fair value hierarchy reflect
the significance of inputs used in determining the fair values. In level
one, fair values are based on public quotations of identical financial
instruments. In level two, the inputs used in determining the fair
values are based on quoted market rates and prices observable for
the asset or liability in question directly (I e. price) or indirectly on
discounted future cash flows. Fair values of other financial assets
and liabilities in level two reflect their carrying value. In level three,
the fair values of assets and liabilities are based on inputs that are
not based on observable market data for all significant variables, and
instead are, to a significant extent, based on management estimates
and their use in generally accepted valuation techniques. The reported
fair value level is based on the lowest level of input information that is
significant in determining the fair value.
57
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
3.3. DERIVATIVE INSTRUMENTS
AND HEDGE ACCOUNTING
When the Group applies IFRS 9 hedge accounting to foreign
currency, interest rate and electricity derivatives, the effective
portion of the fair value change is recognised in other comprehensive
income and presented within equity in the hedge reserve.
When hedge accounting is applied
In Anora, cash flow hedging is applied to part of the interest
rate, foreign currency and electricity derivatives based on case-
by-case assessment. In cash flow hedging, the Group is hedging
against changes in cash flows related to a specific asset or
liability recognised in the balance sheet or to a highly probable
future business transaction. Hedge accounting is a method of
accounting with the purpose to allocate one or several hedging
instruments so that their fair value changes offset in full or partly
the changes in fair value or cash flow arising from the hedged
risk in profit or loss during the period, for which the hedge is
designated. In the beginning of the hedging arrangement, Anora
documents the relationship between each hedging instrument
and hedged item, as well as the objectives of risk management
and the strategy in engaging in hedging. IFRS 9 requires that
the effectiveness of hedging instruments is tested prospectively.
Effectiveness means the ability of a hedging instrument to
offset the changes in the fair value of the hedged item or
changes in the cash flows of the hedged transaction attributable
to the hedged risk. Under IFRS 9 the hedging relationship
is regarded to be highly effective when there is an economic
relationship between the hedged item and the hedging
instrument. Hedging ratio is defined as a relationship between
the quantity of the hedging instrument and the quantity of
the hedged item. Hedge accounting is discontinued when
the criteria for hedge accounting is no longer met.
The gains and losses arising from fair value changes of
derivative contracts, to which hedge accounting is applied,
are presented in congruence with the hedged item. Forward
points are included to hedging relationship. The effective
portion of the unrealised changes in the fair value of derivatives
designated and qualifying as cash flow hedges are recognised
in other comprehensive income and presented in the hedge
reserve in equity. The ineffective portion is immediately
recognized in finance income or expenses in profit or loss. The
cumulative gain or loss in equity on derivative instruments
related to commercial items is recognised in profit or loss
as an adjustment to purchases or sales simultaneously with
the hedged item in the period in which the hedged item affects
profit or loss. Realised gain or loss on electricity derivatives
is included in operating result in electricity procurement
expenses. When a hedging instrument designated as a cash
flow hedge no longer meets the criteria of hedge accounting,
the gain or loss accumulated in equity is recognised through
finance income or expenses.
When hedge accounting is not applied
The accounting for gains and losses arising from fair
value measurement is dependent on the purpose of use of
the derivative. In Anora, the changes in the fair values of
derivative instruments are immediately recognised in profit or
loss in finance income or expense if the derivative in question
is related to hedging of commercial cash flows (purchases
and sales) and hedge accounting is not applied. The fair value
changes of other derivative instruments are immediately
recognised in profit or loss in finance income or expense items
if hedge accounting is not applied. Derivatives, to which hedge
accounting is not applied, are acquired to minimise the profit
and/or cash flow effects related to business operations
or financing.
NOMINAL VALUES OF DERIVATIVE INSTRUMENTS
EUR million 2021 2020
Derivative instruments designated for cash flow
hedging
Interest rate derivatives 20.0 20.0
Forward exchange contracts 20.2 29.4
Commodity derivatives, electricity 2.8 3.3
0.1TWh 0.1TWh
Derivative instruments, non-hedge accounting
Forward exchange contracts 6.5 5.0
58
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
EFFECTS OF HEDGE ACCOUNTING ON THE FINANCIAL POSITION AND PERFORMANCE
EUR million EURAUD EURUSD EURNOK EURSEK
Foreign currency forwards 2021 2020 2021 2020 2021 2020 2021 2020
Carrying amount (asset) 0.0 0.0 24.7 - 0.0 - 0.2 -
Carrying amount (liability) - - - -0.0 -0.0 -0.1 - -0.6
Notional amount 1.4 1.7 0.7 2.2 2.7 2.5 13.5 20.7
Maturity date Feb-Dec 2022 Feb-Dec 2021 Feb-Aug 2022 Feb-Dec 2021 Feb-Dec 2022 Feb-Dec 2021 Feb-Oct 2022 Feb-Dec 2021
Hedge ratio 1:1 1:1 1:1 1:1 1:1 1:1 1:1 1:1
Change in discounted value of outstanding
hedging instruments since 1 January 0.0 0.0 0.1 -0.0 0.1 -0.0 0.8 -0.3
Change in value of hedged item used to
determine hedge effectiveness -0.0 -0.0 -0.1 0.0 -0.1 0.0 -0.8 0.3
EUR million
Interest rate swap 2021 2020
Carrying amount (liability) 0.5 1.0
Notional amount 20.0 20.0
Maturity date 04/2023 04/2023
Hedge ratio 1:1 1:1
Change in discounted value of outstanding
hedging instruments since 1 January -0.4 -0.3
Change in value of hedged item used to
determine hedge effectiveness 0.4 0.3
Weighted average hedged rate for the year 2.12% 2.07%
EUR million
Commodities - Electricity 2021 2020
Carrying amount (asset) 2.3 0.6
Notional amount 2.8 3.3
TWh 0.1 0.1
Maturity date 2022-2024 2021-2024
Hedge ratio 1:1 1:1
Change in discounted value of outstanding
hedging instruments since 1 January 1.7 0.3
Change in value of hedged item used to
determine hedge effectiveness -1.7 -0.3
Weighted average hedged price EUR/MWh 28.04 28.85
Positive and negative fair values of unrealised derivatives and their
net amount are presented below. Interest and currency derivatives
are under netting agreements. The master netting agreements
in respect of derivatives do not meet the criteria for offsetting in
the balance sheet owing to legally enforceable right not existing
currently.
OFFSETTING FINANCIAL ASSETS AND LIABILITIES
EUR million 2021 2020
Derivative assets:
Fair value, gross 2.8 0.7
Fair value, under netting agreements -0.0 -0.0
Fair value, net 2.8 0.6
Derivative liabilities:
Fair value, gross 0.6 1.9
Fair value, under netting agreements -0.0 -0.0
Fair value, net 0.5 1.9
59
Annual Report 2021
FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
3.4. EQUITY
Share capital
As merger consideration, the shareholders of Arcus received 0.4618
new shares in Altia for each share registered as held in Arcus upon
completion of the merger. Arcus’ shareholders received in aggregate
shares representing approximately a 46.5% ownership in Anora. The
aggregate number of the new shares issued in Altia in connection
with the merger was 31 413 139 shares. The share capital of Altia was
increased by EUR 1 019 621.64 in connection with the registration
of the execution of the merger. The merger consideration shares
were registered at the Finnish Trade Register on 1 September 2021.
At the end of the reporting period, Anora Group Plc’s share capital
amounted to EUR 61 500 000 and the number of issued shares was
67 553 624.
All shares issued have been paid in full. The shares have no
nominal value. Each share has one vote at the Annual General
meeting and equal rights to dividend and other distribution of
assets. The company does not hold its own shares.
NUMBER OF SHARES
EUR million 2021 2020
Number of outstanding shares in the beginning
of the financial year 36 140 485 36 140 485
Shares issued as merger consideration 31 413 139 -
Total number of outstanding shares at the end
of the financial year 67 553 624 36 140 485
Invested unrestricted equity fund
The invested unrestricted equity reserve includes the subscription
price of shares to the extent that it has not been recorded in share
capital according to specific resolution. The increase in the invested
unrestricted equity reserve in 2021 was due to the merger of Altia
and Arcus. 31 413 139 new shares were issued with a closing price of
EUR 10.74 of Altia share on 31 August 2021 on Nasdaq Helsinki, of
which EUR 336.4 million recorded in Invested unrestricted equity
reserve. Costs of EUR 0.8 million related to the share issue has been
deducted from the invested unrestricted equity reserve. (See note
5.2.)
Fair value reserve
The fair value reserve represents the change in the fair value of
financial assets measured at fair value through other comprehensive
income.
Legal reserve
Legal reserve represents statutory part of the foreign subsidiary’s
result.
Hedge reserve
The hedge reserve includes the fair value changes of derivative
instruments used for cash flow hedging for effective hedges.
CASH FLOW HEDGE RESERVE
EUR million Currency forwards Interest rate swaps Commodities Total hedge reserves
Opening balance 1 January 2020 -0.3 -1.0 0.2 -1.0
Change in fair value of hedging instrument recognised in OCI 0.2 0.4 0.1 0.7
Reclassified from OCI to profit or loss - included in purchases/sales
adjustments -0.7 - - -0.7
Reclassified from OCI to financial income / expenses - -0.4 - -0.4
Reclassified from OCI to electricity purhases - - 0.3 0.3
Deferred tax 0.2 0.2 -0.1 0.2
Closing balance 31 December 2020 -0.6 -0.8 0.5 -0.9
Change in fair value of hedging instrument recognised in OCI 0.8 0.7 0.2 1.6
Reclassified from OCI to profit or loss - included in purchases/sales
adjustments 0.2 - - 0.2
Reclassified from OCI to financial income / expenses - -0.4 - -0.4
Reclassified from OCI to electricity purhases - - 1.6 1.6
Deferred tax -0.1 0.1 -0.5 -0.4
Closing balance 31 December 2021 0.3 -0.4 1.8 1.7
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Translation differences
Translation differences comprise all foreign exchange differences
arising from the translation of the foreign subsidiaries’ financial
statements. The Group’s accumulated translation differences
amounted to negative EUR 15.0 million at 31 December 2021
(31.12.2020: negative EUR 20.5 million).
Earnings per share
Basic earnings per share is calculated by dividing the result
for the period attributable to owners of the parent company
by the weighted average number of shares outstanding during
the reporting period.
Diluted earnings per share has been calculated on the same
basis as basic earnings per share except that it reflects the impact
of any potential commitments the Group has to issue shares in
the future. Anora has not issued any dilutive instruments during
the periods presented.
EARNINGS PER SHARE
EUR million 2021 2020
Result attributable to the shareholders of the
parent company, EUR million 31.0 17.8
Weighted average number of shares
outstanding 46 611 531 36 140 485
Basic and diluted earnings per share (EUR) 0.67 0.49
Dividend
The Board of Directors proposes to the Annual General Meeting that
a dividend of EUR 0.45 per share be paid for the financial year 2021.
ANORA GROUP PLC DISTRIBUTABLE FUNDS
EUR million 31 Dec 2021 31 Dec 2020
Invested unrestricted equity fund 52.2 1.2
Retained earnings 86.4 95.7
Distribution of dividends -27.1 -15.2
Profit for the period 6.6 5.9
TOTAL DISTRIBUTABLE FUNDS 118.1 87.6
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4. Financial and
capital risk
Gearing
24.8%
OPERATING
RESULT
OPERATIVE
ASSETS AND
LIABILITIES
FINANCIAL
ITEMS AND
CAPITAL
STRUCTURE
FINANCIAL
AND CAPITAL
RISK
CONSOLIDATION OTHER NOTES
4.1. FINANCIAL RISK MANAGEMENT
Financial risk management principles
The Anora Group Risk Management Policy is based on the Altia
legacy risk management policy. However, due to the merger
that took place on 1 September 2021, Anora is in the process
of integrating Altia and Arcus risk management policies into
one common Anora risk management policy. Hence, currently
risks are managed according to the Altia and Arcus legacy risk
management policies.
The aim of Anora’s financial risk management is to ensure
the Group’s financial stability and availability of sufficient financing
options in different market situations. In addition, the aim is
to support the business operations to identify business-related
financial risks and their management, and to limit and for some
extent to hedge against without speculating material financial risk
that the core business creates.
The Group is exposed to various market risks. Changes in
these risks affect the company’s assets, liabilities and anticipated
transactions. The risks are caused by changes in interest rates,
currencies and commodity market prices. Selected derivative
instruments can be used to manage the risks resulting from
these market risks. Anora mainly hedges against risks that
impact the Group’s cash flow, and, if deemed appropriate, also
certain foreign currency denominated items in the balance sheet.
Derivatives are solely used to hedging against the above-mentioned
risks. The principles of IFRS 9 hedge accounting are applied
to certain interest rate, foreign exchange as well as electricity
derivatives. Financial risk management is executed as part of
the Group’s risk management, according to the Risk Management
Principles approved by the Board of Directors. Anora’s principles
aiming towards financial, credit and operational continuity form
the basis for financial risk management.
Risk management process
Special process features related to financing are described below
in connection with the descriptions of market, liquidity and credit
risks. The financial risk exposure is regularly reported to the Audit
Committee and Anora’s Board of Directors. The most significant
principle decisions concerning risk management are made by
the company’s Board of Directors.
Financial risk management organisation
Financial matters are reported regularly to the Group management.
On a case-by-case basis, the Board of Directors processes all
substantial financial matters, such as the Group’s internal and
external loan arrangements.
Tasks and responsibilities regarding Anora’s financial operations
and financial risk management are described in the financial risk
management principles. The Group Treasury is responsible for
securing financing, identifying risks and, if required, executing
hedging transactions with external counterparties. The business
units and subsidiaries are responsible for managing the risks
associated with their own operations and forecasting cash flows.
Risk concentrations
Anora carefully analyses the financial risks and risk concentrations
related to its operations. Risk concentrations identified as a result of
this assessment are described in connection with the descriptions of
market and credit risks.
Market risk
Anora defines market risk as a risk where the fair values of financial
instruments or future cash flows fluctuate as a result of changes
in market prices. The most significant market risks for the Group
are currency risk, interest rate risk and price risks for barley
and electricity.
1. Currency risk
Anora is exposed to currency risks as it has operations in several
different countries. The objective of the Group’s currency risk
management is to limit the effect of exchange rate fluctuations on
the Group’s cash flow in EUR. The most significant currencies are
NOK, SEK, USD, AUD and DKK.
Transaction risk
Transaction risk is caused by foreign currency denominated items in
the balance sheet and future cash flows related to sales, purchases
and return of capital. During the transformation period due to
the merger of Altia and Arcus, Group has two approaches on how to
limit the effect of exchange rate fluctuations.
Arcus segment, as a general rule, currency is purchased in
the spot market but also to some extent in the forward market, in
order to continuously offset net cash positions.
Changes in purchase costs from suppliers in functional
currencies due to currency changes are continuously offset by
changes in sales price to customers and through renegotiation of
purchase prices from suppliers. The risk horizon i.e, the time it takes
to compensate the negative exchange rate fluctuation is to great
extent controlled by price-adjustment opportunities in the state
wine monopolies in the Nordic region. In Finland this takes place
every two months, in Norway every four months and in Sweden
every six months.
Former Altia aim to hedge the Altia companies’ profit against
the effects of changes in foreign exchange rates. In former Altia,
the objective is to hedge 60-80% of highly probable commercial
cash flows. The average hedging ratio has remained at the target
level. Hedging transactions are executed with forward exchange
contracts or options for the following 12 months at the most,
predominantly following the pricing periods of customers. In former
Altia companies may apply cash flow hedge accounting to foreign
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FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
exchange derivatives. Intra-group loan arrangements are hedged by
100% and hedge accounting is not applied to these arrangements.
The two tables below present the Group’s net currency position,
first on the basis of financial instruments recorded on the balance
sheet and secondly including on a net basis also the estimated future
foreign currency net cash flows. The currency position resulting
from the financial instruments in accordance with IFRS 7 consists
of trade receivables, trade payables, cash and cash equivalents,
the Group’s internal and external loans and derivative instruments.
The net currency risk has been taken into account in the table
if the transaction currency is other than the company’s functional
currency.
TABLE 1: THE GROUP’S NET CURRENCY POSITION
AT 31 DECEMBER
The net currency position resulting from the
financial instruments in accordance with IFRS 7
EUR million 2021 2020
EUR-SEK 62.5 -18.3
EUR-NOK -2.4 -0.6
EUR-USD 2.1 3.8
EUR-AUD 1.7 1.8
The Group’s net currency position at 31
December including also the hedged
commercial cash flows
EUR million 2021 2020
EUR-SEK 125.9 2.4
EUR-NOK 55.6 1.9
EUR-USD -11.9 -0.2
EUR-AUD -1.4 0.1
Translation risk
Translation risk is mainly caused by the parent company’s foreign
currency denominated net investments in foreign subsidiaries,
which cause a translation difference in equity in the Group’s
balance sheet upon consolidation. The Group Treasury regularly
analyses the translation risk and reports any material issues
to the management. The most significant net investments are
denominated in the Swedish and Norwegian kroner. The translation
risk has not been hedged.
2. Interest rate risk
The objective of interest rate risk management is to minimise
the impact of fluctuations arising from interest rate changes on
the Group’s profit. At 31 December 2021 the total nominal amount
of loans was amounting to EUR 142.9 million (2020: 76.3) and was
divided as follows:
• The EUR 5.0 million loan matures in January 2022 with annual
EUR 5 million instalments. The interest rate on the loan is based
on three –month market rate. Currently these interest payments
are not hedged.
• The EUR 55.0 million portion of the loan matures in January
2024. The interest rate on the loan is based on three-month
market rate. Anora has hedged these interest payments to fixed
interest rate by using an interest rate derivative amounting to
EUR 20 million until 2023.
• The EUR 9.8 million pension loan matures in January 2028. The
interest rate is fixed for the whole loan period.
• The SEK 750 million loan matures in January 2024. The interest
rate on the loan is based on three-month market rate. The
interest rate on the loan is not hedged.
The maximum amount under Anora’s domestic commercial paper
program is EUR 100 million. The amount of issued commercial
papers at 31 December 2021 was EUR 20.0 (2020: 40.0) million.
Anora’s maximum limit for sale of trade receivables amounts to
EUR 145 million and is approved by Board of Directors. The sold trade
receivables are derecognised at the time of trade with no obligation to
repurchase. The related costs are recognised in other financial expenses.
The trade receivables are current receivables and the related interest
rate risk is not hedged. The amount of the sold trade receivables was
EUR 81.4 million at 31 December 2021 (2020: 91.9 million).
3. Price risk associated with commodities
Barley
In 2021 Anora consumed approximately 299 (214) million kilos
of Finnish grain to produce ethanol and starch. The availability of
high-quality domestic barley was ensured until end of 2021 through
contract cultivation and cooperation with farmers and grain handling
companies. The market price of barley fluctuates significantly year by
year as a result of several factors that affect Finnish barley supply and
demand. The price of barley is therefore considered to be a significant
risk for Anora during the financial year. The price risk has not been
hedged against with derivative instruments.
Electricity
Strong increase in the market price of electricity is a significant
risk for Anora. In Finland, the risk is managed by following former
Altia’s principles for electricity procurement. These principles
determine the hedging limits, within which the electricity price risk
is hedged. The hedges are done with OTC-derivatives of Nasdaq
OMX Oslo ASA. The hedging service for electricity procurement has
been outsourced.
Cash flow hedge accounting in accordance with IFRS 9 is applied
to the hedges against electricity price risk, and hedge effectiveness
is tested quarterly. The hedged risk is the euro dominated sourcing
of electricity in Finland. To hedge the risk system priced, Finnish
price area and price area derivative is used. With system priced
derivatives is hedged Nordic electricity price and with price area
derivative is hedged the price difference between Finnish price area
and system price.
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At the end of 2021, the hedging ratio for deliveries for the next
12 months was 80.9% (2020: 74.7%), in line with the set targets. In
2021 the average hedging ratio was 76.6% (72.1.%). All hedging was
effective in 2021 as it was in 2020.
In Finland Anora purchases its electricity straight from the Nord
Pool Spot markets as a delivery tied to the spot price of the Finnish
price area.
4. Sensitivity to market risks
The following table describes the sensitivity of the Group’s profit
and equity (before taxes) to changes in electricity prices, interest
and foreign exchange rates. When Anora applies hedge accounting,
the sensitivity is directed at equity. When hedge accounting is not
applied, the sensitivity is recognised as a potential impact on profit
or loss.
The sensitivity to foreign exchange rate changes is calculated
from the net currency position resulting from financial instruments.
TABLE 2: SENSITIVITY ANALYSES
Sensitivity of financial
instruments to market risks
(before taxes) in accordance
with IFRS 7 2021 2020
EUR million
Income
statement Equity
Income
statement Equity
+/-10% electricity - +/-0.5 - +/-0.4
+/-10% change in EUR/NOK
exchange rate -/+0.1 +/-0.3 -/+0.2 +/-0.3
+/-10% change in EUR/SEK
exchange rate -/+7.6 +/-1.4 -/+0.2 +/-2.1
+/-10% change in EUR/USD
exchange rate -/+0.0 -/+0.1 +/-0.0 -/+0.4
+/-10% change in EUR/AUD
exchange rate -/+0.0 -/+0.1 -/+0.0 -/+0.2
+1%-points parallel shift in
interest rates -2.4 -0.0 -0.5 +0.2
+10% increase in EUR/SEK exchange rate would have an EUR -7.6 million effect in income statement.
Other risks with same principle.
At the end of 2021 the total group floating rate liability position
consists of floating rate liabilities equivalent to EUR 133.2 million
(2020: EUR 65.0 million) and floating leg of interest rate swap EUR
20.0 million (2020: EUR 20.0 million) which is netting the interest
rate risk.
Liquidity risk
The Group’s activities are subject to seasonal fluctuations and
alcohol sales increase in periods with national celebrations and
public holidays, especially at Easter and Christmas. The fourth
quarter is normally the best quarter for the Group which is also
reflected in cash flows.
In order to manage the liquidity risk, Anora continuously
maintains sufficient liquidity reserves, which at the end of 2021
comprised Group’s both EUR 10 million and NOK 800 million
overdraft facilities and a EUR 60 million revolving credit facility.
At the end of December 2021, no revolving credit facility was in use
(2020: EUR 0.0 million). The facilities mature in January 2024.
More detailed information on the Group’s external loans is provided
in the interest rate risk section.
TABLE 3: LIQUIDITY RESERVES
Cash and cash equivalents and unused
committed credit limits
EUR million 2021 2020
Cash and cash equivalents 168.9 130.7
Overdraft facilities 90.7 10.0
Revolving credit line 60.0 60.0
TOTAL 319.6 200.7
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
TABLE 4: MATURITIES OF FINANCIAL LIABILITIES
Contractual payments on financial liabilities 2021 Cash flows 2022 Cash flows 2023 Cash flows 2024
EUR million
Total contractual
cash flows Fixed rate Variable rate Re-payment Fixed rate Variable rate Re-payment Fixed rate Variable rate Re-payment
Non-derivative:
Loans from financial institutions
1
-136.4 0.0 -1.5 -5.0 0.0 -1.5 0.0 0.0 -0.2 -128.1
Loans from pension institutions
2
-11.0 -0.1 0.0 -1.5 -0.9 0.0 -1.5 -0.2 0.0 -6.8
Lease liabilities -175.3 0.0 -4.6 -11.6 0.0 -4.3 -10.8 0.0 -34.0 -110.0
Trade payables -96.1 0.0 0.0 -96.1 0.0 0.0 0.0 0.0 0.0 0.0
Derivative:
Currency derivatives, hedge accounting
Inflow 20.3 0.0 0.0 20.3 0.0 0.0 0.0 0.0 0.0 0.0
Outflow -19.9 0.0 0.0 -19.9 0.0 0.0 0.0 0.0 0.0 0.0
Currency derivatives, non-hedge accounting
Inflow 6.5 0.0 0.0 6.5 0.0 0.0 0.0 0.0 0.0 0.0
Outflow -6.4 0.0 0.0 -6.4 0.0 0.0 0.0 0.0 0.0 0.0
Interest rate derivatives, hedge accounting -0.5 -0.4 0.0 0.0 -0.1 0.0 0.0 0.0 0.0 0.0
Commodity derivatives, hedge accounting -2.3 0.0 0.0 -1.8 0.0 0.0 -0.4 0.0 0.0 -0.1
TOTAL -421.2 -0.5 -6.1 -115.6 -1.0 -5.9 -12.6 -0.2 -34.2 -245.0
1
Loans from financial institutions mature 2022 and 2024
2
Loans from pension institutions mature 2028
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
TABLE 4: MATURITIES OF FINANCIAL LIABILITIES
Contractual payments on financial liabilities 2020 Cash flows 2021 Cash flows 2022 Cash flows 2023
EUR million
Total contractual
cash flows Fixed rate Variable rate Re-payment Fixed rate Variable rate Re-payment Fixed rate Variable rate Re-payment
Non-derivative:
Loans from financial institutions
1
-66.3 - -0.6 -5.0 - -0.6 -5.0 - -0.1 -55.0
Loans from pension institutions
2
-11.8 -0.1 - -1.5 -0.1 - -1.5 -0.3 - -8.3
Lease liabilities -10.7 - - -3.4 - - -3.1 - - -4.1
Trade payables -29.6 - - -29.6 - - - - - -
Derivative:
Currency derivatives, hedge accounting
Inflow 28.9 - - 28.9 - - - - - -
Outflow -29.7 - - -29.7 - - - - - -
Currency derivatives, non-hedge accounting
Inflow 5.0 - - 5.0 - - - - - -
Outflow -5.2 - - -5.2 - - - - - -
Interest rate derivatives, hedge accounting -1.0 -0.4 - - -0.4 - - -0.1 - -
Commodity derivatives, hedge accounting -0.6 - - -0.3 - - -0.2 - - -0.1
TOTAL -120.9 -0.6 -0.6 -40.8 -0.5 -0.6 -9.9 -0.4 -0.1 -67.5
1
Loans from financial institutions mature 2022 and 2024
2
Loans from pension institutions mature 2028
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Credit risk
The objective of Anora’s credit risk management is to minimise
the losses if one of the Group’s counterparties fails to meet its
obligations. The principles of credit risk management are described
in the Group’s credit policy.
Credit risks are caused by a counterparty not fulfilling its
contractual payment obligations or the counterparty’s credit rating
changing in a manner that affects the market value of the financial
instruments it has issued.
The aim is to minimise credit risks by active credit management
and by taking into account customers’ credit rating when
determining the payment term of invoices. A significant share of
the Group’s revenue is associated with the state monopolies in
the Nordic region where there is not considered to be any credit
risk. The Group’s credit risk is otherwise spread over industrial
customers, a large number of small customers within the HORECA
market as well as a small number of distributors outside
the home markets.
4.2. CAPITAL RISK MANAGEMENT
The target of Anora’s capital management is to secure an effective
capital structure that supports the profitable growth of
the operations. The Board of Directors monitors the Group’s capital
structure regularly.
Anora monitors its capital based on gearing (the ratio of interest-
bearing net liabilities to equity). Interest-bearing net liabilities
consist of the borrowings and lease liabilities less cash and cash
equivalents. The current level of gearing is distinctly lower than
the limit determined in the Group’s loan terms.
The Arcus Holding AS and VinGruppen Sweden Holding AB
loans contains loan covenant concerning net interest bearing debt as
a ratio of adjusted EBITDA. The Group also continuously monitors
this loan covenant. As at 31.12.2021 the Group was well within
the required ratio. (See note 3.2.2. Net Debt.)
During the business cycle, the company’s net gearing is likely to
fluctuate, and the objective is to retain a sufficiently strong capital
structure to secure the Group’s financing needs. At 31 December
2021 and 31 December 2020 the gearing ratio was as follows:
TABLE 5: GEARING
Gearing as of 31 December,
EUR million 2021 2020
Borrowings 162.6 116.1
Lease liabilities 132.4 10.7
Cash and cash equivalents 168.9 130.7
Net debt 126.0 -3.9
Total equity 507.9 156.3
GEARING AT 31 DECEMBER 24.8% -2.5%
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
5. Consolidation
OPERATING
RESULT
OPERATIVE
ASSETS AND
LIABILITIES
FINANCIAL
ITEMS AND
CAPITAL
STRUCTURE
FINANCIAL
AND CAPITAL
RISK
CONSOLIDATION OTHER NOTES
5.1. GENERAL CONSOLIDATION PRINCIPLES
Consolidation
Consolidation, consolidation method and classification of
ownership interests depends on whether the Group has power
to control or jointly control the entity or have significant
influence or other interests in the entity. When the Group has
power to control the entity, it is consolidated as a subsidiary
according to principles described in Note 5.3. Subsidiaries.
When the Group has joint control or significant influence
over an entity but does not have power to control, entity is
accounted for by using the principles set in Note 5.4. Associated
companies, joint ventures and interests in joint operations.
If the Group does not have power to control nor significant
influence in the entity, its ownership interests are classified
as Financial assets at fair value through other comprehensive
income and accounted for according to principles described in
Note 3.2.1.
Non-controlling interests
Non-controlling interests’ share of profit after tax is shown
on a separate line after Group’s result for the period. Non-
controlling interests’s share of equity is shown on a separate
line as part of the Group’s total equity.
In some subsidiaries with non-controlling interests, there
are sales options related to the non-controlling interests,
where the Group does not have control of the non-controlling
interests before the options are exercised, nor does it have
control of whether the options are exercised, or when
this exercise may take place. The value of such options is
recognised as obligations at fair value in the balance sheet
and reduces the non-controlling share of equity. This means
that only income statement and balance sheet items related
to non-controlling interests where the minority does not
have sales options related to the interests are presented in
the consolidated income statement and balance sheet.
Foreign currency items
The consolidated financial statements are presented in
euro, which is the functional and presentation currency of
the parent company. Transactions in foreign currencies are
translated to euro at average foreign exchange rates published
by the European Central Bank on banking days. Monetary
assets and liabilities denominated in foreign currencies
at the reporting date are translated to euro at the average
exchange rates prevailing at that date. Foreign currency
differences arising on translation are recognised in profit or
loss. Foreign exchange gains and losses related to purchases
and sales are recognised in the respective items and included
in operating result. Foreign currency gains and losses arising
from loans denominated in foreign currencies are recognised in
finance income and expenses.
Income and expenses for the statements of comprehensive
income of foreign subsidiaries that operate outside
the eurozone are translated using the average rates of
the European Central Bank’s exchange rates at the end of
the month. The statements of financial position of foreign
subsidiaries are translated using the average exchange rates
ruling at the reporting date. Foreign currency differences
arising on the translation of profit or loss for the period with
different exchange rates in the statement of comprehensive
income and in the balance sheet are recognised in other
comprehensive income and included in translation differences
in equity. Changes in translation differences are recognised in
other comprehensive income.
In the consolidated financial statements, exchange rate
differences arising from the translation of foreign currency
denominated loans to foreign subsidiaries, which form a part of
net investments in foreign companies, are recognised in other
comprehensive income and included in translation differences
within equity.
Translation differences arising from elimination of the cost
of foreign subsidiaries and from translation of the foreign
subsidiaries’ post-acquisition profits and losses are recognised
in other comprehensive income and presented as a separate
item within equity. Goodwill and the fair value adjustments to
the carrying amounts of assets and liabilities of foreign units
are accounted for as assets and liabilities of the respective
foreign units, which are translated to euro at the exchange
rates prevailing at the reporting date. If these foreign units are
entirely or partly disposed of, related exchange rate differences
are recognised in profit or loss as part of the gain or loss
on disposal.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
5.2. CHANGES IN GROUP STRUCTURE
It was announced on 29 September 2020 that Altia and Arcus
will be combined through as a tax neutral statutory cross-border
absorption merger of Arcus into Altia. On 23 July 2021, Altia
and Arcus received all regulatory approvals for the Merger, and
the Boards of Directors of Altia and Arcus resolved on 25 August
2021 to complete the Merger in accordance with the merger plan
and combination agreement entered into on 29 September 2020.
The merger was registered with the Finnish Trade Register on 1
September 2021, and the name of the combined company was
changed to Anora Group Plc.
The merger forms a leading wine and spirits brand house
in the Nordic region and a global industry forerunner in
sustainability. Anora has a broad portfolio of iconic brands,
including Koskenkorva, Linie, Larsen, Skagerrak, Chill Out, Ruby
Zin, Wongraven, O.P. Anderson, and Falling Feather. Anora’s key
brands are exported to over 30 markets globally. Together with
the partners, Anora brings the world of drinks to the Nordics.
Anora’s strong partner portfolio includes noted wines, such as Masi,
Laroche, Penfolds, Louis Roederer and Fumees Blanches, as well
as well-known spirits brands, like Jack Daniels, Fireball, Fernet
Branca, Jose Cuervo, and Underberg. Anora’s business operations
also include world-class industrial operations in distillation,
bottling, and logistics services, as well as the production of technical
ethanol products, neutral potable ethanol, feed components and
barley starch.
Anora targets EBITDA net synergies of around EUR 8–10
million annually, which are to be achieved through cost synergies
in sourcing, manufacturing, logistics, and SG&A, as well as through
revenue synergies from home markets and beyond. Most of
the synergies are expected to be achieved within approximately two
years from the completion of the merger. The combination is also
expected to create long-term positive effects that will continue to
materialise even after this period.
Merger consideration
The shareholders of Arcus received as a merger consideration
0.4618 merger consideration shares for each share owned in Arcus.
The total number of issued shares as merger consideration was
31 413 139 new shares which increased the total number of Anora
shares to 67 553 624 shares. The shares were admitted to trading
on Nasdaq Helsinki Ltd and on the Oslo Bors as of 1 of September
2021. The secondary listing on the Oslo Bors was for a four-month
transitional period.
Merger consideration
Merger consideration in shares * 337.4
Total consideration 337.4
* Based on 31 413 139 shares issued and closing price of EUR 10.74 of Altia share on 31st of August
2021 on Nasdaq Helsinki.
RECOGNISED AMOUNTS OF IDENTIFIABLE ASSETS
ACQUIRED AND LIABILITIES ASSUMED
EUR million
Intangible assets 181.0
Property, plant and equipment 15.5
Right of use assets 114.2
Investments in associates and joint ventures and interests in
joint operations 6.5
Financial assets at fair value through OCI 0.0
Deferred tax assets 2.4
Other non-current receivables 0.0
Inventory 61.7
Trade and other receivables 115.8
Cash and cash equivalents 33.2
Assets held for sale 3.0
Borrowings -73.3
Other non-current liabilities 0.0
Lease liabilities -119.7
Deferred tax liabilities -32.9
Employee benefit obligations -1.7
Liabilities at fair value through profit or loss -1.1
Trade and other payables -159.6
Total net assets acquired 144.9
Non-controlling interest -0.8
Goodwill 193.2
Total consideration 337.4
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
The table on previous page summarises the recognised fair values of
assets and liabilities assumed. The accounting of the merger is still
provisional pending the finalisation of the valuation of the assets
acquired and liabilities assumed. The identified intangible assets
relate to brand portfolios, customer relationships and company
brands. Fair values for the intangible assets have been determined
using appropriate valuation methods including the relief from
royalty method for brand portfolios and company brands and multi-
period excess earnings method for the customer relationships. The
amortisation periods for these intangible assets vary between 5 to 50
years. Some spirit trademarks have indefinite lifetime. Goodwill is
attributable to market share, synergies, workforce and future growth
potential. The transaction costs of EUR 9.8 million in total 2021
and 2020 incurred by Anora Group in connection with the merger
primarily consist of financial, legal and advisory costs and are
included in other operating expenses in the income statement and
in cash flow from operating activities. The costs for the issuance of
the merger consideration shares amounted to EUR 0.8 million (net
of taxes) and have been deducted from invested unrestricted equity
fund in 2021. The value of non-controlling interest is assumed to
reflect its fair value. Since the date of acquisition, the acquired
entity has contributed EUR 115.8 million to the revenue and EUR
13.3 million to the operating profit of the Group. If the business
combination had taken place at the beginning of the year, the Group
revenue would have been approximately EUR 665.0 million and
operating profit approximately EUR 64.0 million after additional
amortization from the fair value adjustments to intangible assets.
5.3. SUBSIDIARIES
Subsidiaries consolidation principles
Consolidated financial statements of Anora include the parent
company, Anora Group Plc, and all subsidiaries. Subsidiaries
are all those in which the parent company exercises control.
The Group controls an entity when it is exposed, or has rights,
to variable returns from its involvement with the investee and
has the ability to affect those returns through its power over
the investee. The financial statements of acquired subsidiaries
are included in the consolidated financial statements
from the date that control commences until the date that
control ceases.
All business combinations are accounted for by using
the acquisition method. The consideration transferred and
the identifiable assets acquired and liabilities assumed
in the acquired company are measured at fair value at
the acquisition date. The amount exceeding the aggregate
of the consideration transferred, the amount of non-
controlling interests and any previously held equity interest
in the acquiree, over the fair value of the net assets acquired is
recorded as goodwill.
All acquisition-related costs, with the exception of costs to
issue debt or equity securities, are expensed. The consideration
transferred does not include any transactions accounted for
separately from the acquisition. Any contingent consideration
is recognised at fair value at the acquisition date and it is
classified as either liability or equity. Contingent consideration
classified as a liability is measured at fair value at each
reporting date and any resulting gain or loss is recognised in
profit or loss.
Intra-group transactions, receivables, liabilities and
unrealised gains, as well as the distribution of profits within
the Group are eliminated in preparing the consolidated
financial statements. Unrealised losses are not eliminated if
the loss in question results from impairment.
Non-controlling interests’ share of profit after tax is shown
on a separate line after the Group’s profit for the year. Non-
controlling interests’ share of equity is shown on a separate line
as part of the Group’s equity. In some subsidiaries with non-
controlling interests, there are sales options related to the non-
controlling interests, where the Group does not have control of
the non-controlling interests before the options are exercised,
nor does it have control of whether the options are exercised,
or when this exercise may take place. The value of such options
is recognised as obligations at fair value in the balance sheet
and reduces the non-controlling share of equity. This means
that only income statement and balance sheet items related
to non-controlling interests where the minority does not
have sales options related to the interests are presented in
the consolidated income statement and balance sheet.
Anora Group Plc had 59 subsidiaries at the end of the reporting
period (12 subsidiaries at 31 December 2020).
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Parent company’s
share of ownership (%)
Group’s share of
ownership (%)
Country of
incorporation
Altia Eesti AS 100.00 100.00 Estonia
Altia Denmark A/S 100.00 100.00 Denmark
SIA Altia Latvia 100.00 100.00 Latvia
Altia Norway AS 100.00 100.00 Norway
Altia Sweden AB 100.00 100.00 Sweden
Arcus Brand Lab AS - 100.00 Norway
Arcus Co Brands AS - 100.00 Norway
Arcus Denmark A/S - 100.00 Denmark
Arcus Deutschland GmbH - 100.00 Germany
Arcus Finland Oy - 100.00 Finland
Arcus-Gruppen AS - 100.00 Norway
Arcus Holding AS 100.00 100.00 Norway
Arcus Norway AS - 100.00 Norway
Arcus Sweden AB - 100.00 Sweden
Arcus Wine Brands AS - 100.00 Norway
Arcus WineBrands Sweden AB - 100.00 Sweden
Atlungstad Håndverksdistilleri AS - 100.00 Norway
Best Buys International AS 100.00 100.00 Norway
BevCo AS - 100.00 Norway
Bibendum AS 100.00 100.00 Norway
Brews4U Finland Oy - 91.00 Finland
Classic Wines AS - 100.00 Norway
Creative Wines AS - 100.00 Norway
Det Danske Spiritus Kompagni A/S - 100.00 Denmark
Excellars AS - 100.00 Norway
Hedoni Wines AS - 100.00 Norway
Heritage Wines Sweden AB - 99.50 Sweden
Heyday Wines AS - 90.10 Norway
Interbev AS 100.00 100.00 Norway
Larsen SAS 100.00 100.00 France
Parent company’s
share of ownership (%)
Group’s share of
ownership (%)
Country of
incorporation
Loiten Branderis Destillation ANS - 100.00 Norway
Lysholmske Brenneri og Destillasjonsfabrikker ANS - 100.00 Norway
New Frontier Wines AB - 79.60 Sweden
Oplandske Spritfabrik ANS - 100.00 Norway
Premium Wines AS 100.00 100.00 Norway
Quaffable Wines Sweden AB - 79.60 Sweden
Siemers & Cos Destillasjon ANS - 100.00 Norway
Social Wines Oy - 100.00 Finland
South Swedish Craft Spirits AB - 100.00 Sweden
Symposium Wines AS - 100.00 Norway
Ström AS 100.00 100.00 Norway
Swedish Wine Mafia AB - 99.50 Sweden
Valid Wines Sweden AB - 96.53 Sweden
Vectura AS - 100.00 Norway
Vingaraget AB - 100.00 Sweden
Vingruppen AS - 100.00 Norway
Vingruppen Oy - 100.00 Finland
Vingruppen Holding Sweden AB - 100.00 Sweden
Vingruppen i Norden AB - 100.00 Sweden
Vinordia AS - 100.00 Norway
Vinum Import Oy - 98.10 Finland
Vinunic AB - 96.50 Sweden
Vinuniq AS - 100.00 Norway
Vinunic Oy - 100.00 Finland
Oy Wennerco Ab 100.00 100.00 Finland
The WineAgency Sweden AB - 99.50 Sweden
Wineworld Finland Oy - 90.00 Finland
Wineworld Sweden AB - 99.50 Sweden
Wongraven Wines AS - 90.01 Norway
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
5.4. ASSOCIATED COMPANIES
AND JOINT ARRANGEMENTS
Associated companies
Associated companies are all entities over which the Group
accompanies a shareholding of over 20% of voting rights or
otherwise has significant influence, but not control. Anora has
investments in an associated companies Palpa Lasi Oy, Tiffon SA
and Beverage Link AS.
Associated companies are consolidated by using the equity
method. Under the equity method, the investment is initially
recognised at cost and subsequently adjusted with the change in
the net assets of the investee after the acquisition date, consistent
with the ownership interest of the Group. After the acquisition
the Group’s share in the associated company’s profit and loss for
the period is separately disclosed after operating result. If the Group’s
share in the associated company’s loss exceeds the carrying amount
of the investment, the investment is recognised at zero value in
the consolidated balance sheet and the loss exceeding the carrying
amount is not consolidated, unless the Group has committed to
fulfil the company’s obligations. An investment in an associated
company includes goodwill arisen on acquisition. The Group’s share
in changes in the associated company’s other comprehensive income
is recognised in consolidated other comprehensive income.
Results from the transactions between the Group and its
associates are recognised only to the extent of unrelated investor’s
interests in the associates. The Group determines at each reporting
date whether there is any objective evidence that the investment
in the associate is impaired. In case of such indications, the Group
calculates the amount of impairment as the difference between
the recoverable amount of the associate and its’ carrying value. The
impairment is recognised in share of results in associated companies.
Financial statements of associated companies have been
changed where necessary to correspond with the accounting
policies adopted by the Group. If financial statements for
the period are not available, the share of the profit is included in
the consolidated financial statements based on the preliminary
financial statements or latest available information.
Joint arrangements
A joint arrangement is an arrangement of which two or more
parties have contractually agreed joint control which exists
only when decisions about the relevant activities require
the unanimous consent of the parties sharing control. A joint
arrangement is either a joint operation or a joint venture.
Anora has an interest through a receivable in Roal Oy based on
the contractual relationship with the other party to the joint operation.
The interest in Roal Oy is accounted for as a joint operation.
Joint ventures are consolidated by using the equity method.
Anora has an investments in joint ventures Von Elk Company and
Vinify AS.
ASSOCIATED COMPANIES AND JOINT ARRANGEMENTS
2021 Share of
ownership %
2020 Share of
ownership %
Roal Oy, Finland 50.00 50.00
Palpa Lasi Oy, Finland 25.53 25.53
Von Elk Company Oy, Finland 20.00 20.00
Tiffon SA 34.75 -
Vinify AS 50.00 -
Beverage Link AS 45.00 -
Roal Oy engages enzyme business. The joint operation’s other owner is
ABF Overseas Ltd.
Anora has joint control over Roal but the option right held by the other
shareholder represents in substance a receivable with a fixed rate of return
and Altia does not have a right to 50% of the net assets until the option
lapses. Accordingly, the interest is classified as a joint operation with Anora
accounting for its share of assets as a receivable with the annual minimum
dividend accounted for as interest income. The receivable amounted to
EUR 7.6 million as at 31 December 2021 and 31 December 2020.
Palpa Lasi Oy engages in the recycling and re-use of glass beverage
packages.
Von Elk Company is a Finnish family enterprise which engages in
alcoholic beverage business.
Tiffon SA is a cognac producer and the Group buys Cognac from
Tiffon SA.
Vinify runs an app which gives consumers wine tips and wine importers
a useful tool in conjunction with wine fairs Vinify is a cooperation venture
between the logistics company Vectura and Hagnar Media.
Beverage Link As is a jointly-owned logistics company between
Vectura AS, Skandinavisk Logistik AS, log AS and Cuveco AS.
INVESTMENTS IN ASSOCIATED COMPANIES
AND JOINT VENTURES
EUR million 2021 2020
At the beginning of the period 1.5 1.2
Acquisition of subsidiaries 6.5 -
Share of result for the period 0.7 0.3
Translation differences -0.1 -
At the end of the reporting period 8.7 1.5
FINANCIAL SUMMARY OF ASSOCIATED COMPANIES
AND JOINT VENTURES
EUR million 2021 2020
Assets 46.6 8.7
Liabilities 20.4 3.3
Net assets 26.2 5.4
Net sales 29.9 16.4
Result for the period 2.0 1.3
Related party transactions with associated companies and joint
arrangements are presented in Note 6.3.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
6. Other notes
OPERATING
RESULT
OPERATIVE
ASSETS AND
LIABILITIES
FINANCIAL
ITEMS AND
CAPITAL
STRUCTURE
FINANCIAL
AND CAPITAL
RISK
CONSOLIDATION OTHER NOTES
6.1. INCOME TAX EXPENSE
Income tax expense
The Group’s income tax expense recognised through profit
or loss comprises current tax based on taxable income for
the period, any adjustments to tax payable in respect of
previous periods and deferred taxes. Current income tax based
on taxable income is calculated according to the local tax
regulations of each Group company.
Tax effects related to transactions or other events
recognised in profit or loss are recognised in profit or loss.
If the taxes relate to items of other comprehensive income
or transactions or other events recognised directly in equity,
income tax expense is recognised within the respective items.
The Group’s share of profit or loss in associated companies and
joint ventures is reported as calculated from the net profit and
thus including the income tax effect.
Deferred tax assets and liabilities are principally recognised
for all temporary differences between the carrying amounts
of assets and liabilities for financial reporting purposes and
the amounts used for taxation purposes. The most significant
temporary differences arise from property, plant and equipment
and intangible assets, carry forward of unused tax losses and
fair value allocations on business combinations. Deferred tax
assets are recognised only to the extent that it is probable that
future taxable profits will be available against which they can be
utilised. Deferred tax liabilities are recognised in full. Deferred
taxes are calculated using tax rates enacted or substantively
enacted at the end of the reporting period. Deferred tax is
recognised for foreign subsidiaries undistributed earnings only
when related tax effects are probable.
Deferred tax assets and liabilities are set off when they
are levied by same taxing authority and Anora has legally
enforceable right to set off the balances.
Critical estimates and management judgements –
Deferred tax assets
Judgment is required in assessing whether deferred tax
assets are recognised on the balance sheet. Deferred tax
assets are recognised only where it is considered more likely
than not that they will be recovered, which is dependent on
the generation of sufficient future taxable profits. Assumptions
about the generation of future taxable profits depend on
management’s estimates of future cash flows. These future cash
flow estimates depend on estimates of future sales volumes,
price levels of main raw materials, capital expenditure and
other components affecting profitability of the operations.
These estimates and assumptions are subject to risk and
uncertainty hence it is possible that changes in circumstances
will alter expectations, which may impact the amount of
deferred tax assets recognised on the balance sheet and
the amount of any other tax losses and temporary differences
not yet recognised. Anora’s ability to generate taxable profit
is also subject to general economic, financial, competitive,
legislative and regulatory factors that are beyond its control.
If Anora generates lower future taxable profits than what
management has assumed in determining the amounts of
the recognised deferred tax assets, the assets would become
impaired, either partly or in full. Accordingly, amounts
recognised in balance sheet could potentially be reversed
through profit and loss. Changes in circumstances may also
result in recognition of deferred tax assets for tax losses not yet
recognised as an asset.
Uncertain tax positions
The tax positions are evaluated in periodically by
the management to identify the situations in which tax
regulation is subject to interpretation. Based on the evaluation
uncertain tax positions are recognized when it is more likely
than not that certain tax position will be challenged by tax
authorities. The impact of the uncertainty is measured using
either the most likely amount or the expected value method,
depending on which method better predicts the resolution of
the uncertainty.
INCOME TAX EXPENSE
EUR million 2021 2020
Current income tax expense 8.0 4.4
Adjustments to taxes for prior periods -0.5 -0.0
Deferred taxes:
Origination and reversal of temporary
differences -0.1 -0.8
Impact of changes in tax rates - -0.1
TOTAL 7.4 3.5
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FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
The reconciliation of the tax expense recognised in profit and loss
and the tax expense calculated using Anora Group’s domestic
corporate tax rate (20.0%):
EUR million 2021 2020
Result before taxes 38.6 21.3
Income tax using the parent company’s taxrate 7.7 4.3
Effect of tax rates of subsidiaries in foreign
jurisdictions 0.2 -0.0
Tax-exempt income -0.3 -0.2
Non-deductible expenses 0.2 0.1
Utilisation of previously unrecognised tax losses -0.0 -
Adjustments to taxes for prior periods -0.5 -0.0
Share of profit in associated companies, net of tax
-0.2 -0.1
Effect of changes in tax rates - -0.1
Tax arising on dividends 0.8 -
Tax on undistributed earnings -0.7 0.1
Other items 0.2 -0.6
TAX EXPENSE IN PROFIT OR LOSS 7.4 3.5
INCOME TAX RECOGNISED IN OTHER
COMPREHENSIVE INCOME
2021 EUR million Before tax Tax Net of tax
Cash flow hedges 3.2 -0.7 2.6
Fair value through other comprehensive
income 2.5 - 2.5
Translation differences 5.6 - 5.6
Remeasurements of post-employment
benefit obligations -0.2 0.0 -0.1
TOTAL 11.2 -0.6 10.6
2020 EUR million Before tax Tax Net of tax
Cash flow hedges 0.2 -0.0 0.2
Translation differences 1.8 - 1.8
Remeasurements of post-employment
benefit obligations 0.2 -0.0 0.2
TOTAL 2.3 -0.1 2.2
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
DEFERRED TAX ASSETS AND LIABILITIES
Change in deferred tax assets
and liabilities during 2021:
EUR million 1 Jan 2021
Recognised
in profit or loss
Recognised in other
comprehensive income Exchange rate differences Merger 31 Dec 2021
Deferred tax assets:
Tax losses 0.6 -1.8 - 0.2 6.8 5.8
Fixed assets 1.3 -0.2 - 0.0 0.3 1.4
Pension benefits 0.2 -0.0 0.0 0.0 0.4 0.7
Recognised in hedge reserve 0.2 - -0.2 -0.0 - 0.0
Other temporary differences 0.3 -0.4 - 0.0 0.7 0.6
Total deferred tax assets 2.7 -2.5 -0.2 0.2 8.2 8.5
Offset against deferred tax liabilities -1.3 -5.8 -6.6
Net deferred tax assets 1.4 2.4 1.8
Deferred tax liabilities:
Fixed assets 4.6 -0.8 - 0.0 - 3.9
Recognised in hedge reserve 0.0 - 0.4 - - 0.4
Fair value allocation on acquisitions 1.4 -0.8 - 0.7 37.4 38.7
Deductable goodwill depreciation 9.9 0.0 - -0.1 - 9.8
Undistributed profits of foreign subsidiaries 1.9 -0.7 - - - 1.2
Other temporary differences 0.2 -0.3 - 0.0 1.2 1.1
Total deferred tax liabilities 18.0 -2.6 0.4 0.6 38.6 55.1
Offset against deferred tax assets -1.3 -5.8 -6.6
Net deferred tax liabilities 16.8 32.7 48.4
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
DEFERRED TAX ASSETS AND LIABILITIES
Change in deferred tax assets
and liabilities during 2020:
EUR million 1 Jan 2020
Recognised
in profit or loss
Recognised in other
comprehensive income Exchange rate differences 31 Dec 2020
Deferred tax assets:
Tax losses 0.0 0.6 - 0.0 0.6
Fixed assets 1.7 -0.3 - -0.0 1.3
Pension benefits 0.3 -0.0 -0.0 -0.0 0.2
Internal margin of inventories 0.1 -0.0 - 0.0 0.1
Recognised in hedge reserve 0.3 - -0.0 0.0 0.2
Other temporary differences 0.2 0.0 - -0.0 0.2
Total deferred tax assets 2.5 0.3 -0.1 -0.0 2.7
Offset against deferred tax liabilities -1.6 -1.3
Net deferred tax assets 0.9 1.4
Deferred tax liabilities:
Fixed assets 5.2 -0.6 - 0.0 4.6
Fair value allocation on acquisitions 1.7 -0.3 - 0.1 1.4
Deductable goodwill depreciation 9.6 0.0 - 0.2 9.9
Undistributed profits of foreign subsidiaries 1.8 0.1 - - 1.9
Other temporary differences 0.0 0.2 - - 0.2
Total deferred tax liabilities 18.3 -0.6 - 0.3 18.0
Offset against deferred tax assets -1.6 -1.3
Net deferred tax liabilities 16.7 16.8
At 31 December 2021, the Group had EUR 1.6 million (2020: EUR
1.0 million) of tax loss carry forwards for which no deferred tax was
recognised. EUR 0.9 million of these temporary differences expire
in one year and EUR 0.7 million has no expiry. Anora management
estimates these losses arise in subsidiaries which have neither
indication of future taxable income nor other convincing evidence
that tax losses can be utilised and deferred tax asset be recognised in
balance sheet.
Anora Group Plc’s fully owned French subsidiary Larsen SAS
has been undergoing a regular audit by the local tax authorities. The
French tax authorities and Larsen SAS has entered into a settlement
agreement in 2021 and the settlement claim amounts to EUR 0.6
million relating to the mark-up used in the transfer pricing for
products sold to other Group companies. Based on the previous
assessment accrued tax claim in the financial statements 2019-2020
was EUR 1.1 million.
Anora Group will proceed through the Mutual Agreement
Procedure (MAP) with the aim to eliminate a potential double
taxation related to the increased mark-up in France which is to be
deducted in the tax jurisdictions where the Anora Group companies
buying the products have been operating. Anora has recorded
a EUR 0.2 million tax receivable in respect of the potential MAP
application.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
6.2. COLLATERALS, COMMITMENTS AND
CONTINGENT ASSETS ANDLIABILITIES
EUR million 2021 2020
Collaterals and commitments
Collaterals given on behalf of Group companies
Mortgages 18.5 18.5
Guarantees 9.1 3.8
TOTAL COLLATERALS 27.6 22.3
Commitments
Short-term and low value lease obligations
Less than one year 0.1 0.1
Between one and five years 0.1 0.1
Total short-term and low value lease
obligations 0.2 0.2
Other commitments 19.1 19.1
TOTAL COMMITMENTS 19.3 19.4
Collaterals given on behalf of Group companies all relate to
commitments to authorities.
Short-term and low value obligations consist mainly of laptops.
Other commitments include mainly purchase obligations of wine
and cognac.
Assets not recognized in the balance sheet,
emission allowances
The Group participates in the European Union emission
trading scheme, where it has been granted a certain number
of carbon dioxide emission allowances for a certain period
of time, free of charge. Anora Group Plc discloses its carbon
dioxide emission allowances granted free of charge on net
basis. Following from this, the Group does not recognise
in the balance sheet the granted emission allowances,
nor the obligation to deliver allowances corresponding to
the realised emissions. The Group does not recognise income
or expenses arising from emission allowances through profit
or loss when the emission allowances granted are sufficient
to cover the obligation to deliver allowances corresponding to
the amount of emissions made. If the realised emissions exceed
the granted emission allowances, the obligation arising from
the excess emissions is recognised at fair value as a liability in
the balance sheet at the reporting date. If the realised emissions
fall below the granted emission allowances, the difference is not
recognised in the balance sheet but it is disclosed in the notes
to the financial statements, measured at fair value.
Anora’s actual emissions are below the emission allowances granted.
The following table presents changes in allowances for financial
years 2021 and 2020, as well as their fair values:
Emission allowances, kilotons 2021 2020
Emission allowances received 22.6 26.4
Excess emission allowances from the previous
period 10.9 4.0
Realised emissions -19.9 -19.6
EMISSION ALLOWANCES AT 31 DECEMBER 13.5 10.9
Fair value of emission allowances at 31
December, EUR million 1.1 0.3
The emission allowances received during year 2021 and the realised
emissions are estimates, which will be adjusted during the spring
2022. Anora continues to operate within the emission trading
system for the trading period 2021–2030.
6.3. RELATED PARTY TRANSACTIONS
The Company’s related parties include the subsidiaries, associated
companies, joint ventures and joint operations. The subsidiaries
are presented in Note 5.3 and associated companies, joint ventures
and joint operations in Note 5.4. Related party transactions include
such operations that are not eliminated in the Group´s consolidated
financial statements.
Related party also include the Board of Directors, the CEO,
the members of the Executive Management Team and their family
members as well as entities controlled or jointly controlled by these
persons. Also, entities that are controlled or jointly controlled by,
or are associates of the State, are related parties of Anora. Anora
has applied the exemption to report only material transactions
with the government related entities. Transactions with related
parties are entered into on market terms. Anora has related party
transactions on a continuous basis with its major customer Alko.
Transactions with Alko have been presented below under Other
companies considered related parties.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
THE FOLLOWING TRANSACTIONS HAVE TAKEN PLACE
WITH RELATED PARTIES
EUR million 2021 2020
Sales of goods and services
Associates, joint ventures and joint operations 0.9 1.0
Other companies considered related parties 78.9 83.1
TOTAL 79.8 84.0
Purchases of goods and services
Associates, joint ventures and joint operations 6.5 1.7
Other companies considered related parties 3.8 1.7
TOTAL 10.2 3.4
Outstanding balances from sales and
purchases of goods and services
Receivables
Associates, joint ventures and joint operations 0.1 -
Other companies considered related parties 1.1 0.9
Payables
Associates, joint ventures and joint operations 1.7 0.5
Other companies considered related parties 0.5 0.2
MANAGEMENT REMUNERATION
EUR million 2021 2020
CEO
Salaries and other short-term employee
benefits 0.4 0.3
Performance bonus and the bonuses from
long-term incentive plan 0.5 0.3
Pension benefits 0.1 0.1
TOTAL 1.0 0.7
Members of the Executive Management Team
(CEO not included)
Salaries and other short-term employee
benefits 2.2 1.5
Bonuses from long term incentive plan 0.0 0.1
Pension benefits 0.3 0.3
TOTAL 2.6 1.9
Members and deputy members of
the Board of Directors 0.4 0.4
No monetary loans have been granted to the CEO or the members of
the Board of Directors, nor any collaterals or commitments granted
on their behalf.
The retirement age of the CEO of the parent company is 63 years.
6.4. SHARE-BASED PAYMENTS
The former Altia had a share-based incentive plan which was
to be settled in shares and in cash. The granted shares were
measured at fair value at a grant date and were recognized as
personnel expenses over the vesting period with corresponding
increase in equity. Non-market conditions were not included
in fair value of share-based instruments but in the number of
instruments that are expected to vest. At each reporting period
closing date, the estimates about number of instruments were
revised and the impact is recognized in income statement. Also
share-based payments to be paid in cash were classified as paid
by equity and recognized in equity measured at fair value at
grant date. Due to the change of share and cash-based settlement
to cash-based settlement, the compensation was accrued as
a cost in income statement and as liability at the balance sheet.
At the end of 2021, Anora’s share based incentive plans included
former Altia performance share plan 2019-2021 and 2020-2022.
The Board of Directors of Altia decided on 17 August 2021 to
adjust the structure of the Altia Performance share plan 2019-
2021 and 2020-2022 from a share and cash- based settlement
to a cash -based settlement due to the Altia and Arcus merger.
The participants will receive a cash settlement compensation
based on a prorated target setting for a relative total shareholder
return of Altia’s share and earnings per share. The earning period
of the plan 2020-2022 had been modified to two years and two
months instead of three years. The payments will be made in
January 2022 and April 2022. If the individual’s employment with
Anora Group terminates before the payment date of the reward,
the individual is, as a main rule, not entitled to any reward based
on the plan. Due to the change from shares and cash- based
settlement to a cash -based settlement, the amounts recognised in
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
previous periods in equity were recognised as liability. The total
liability of these plans at the balance sheet as at 31.12.2021 was
EUR 2 million.
The following tables summarize the terms and assumptions
used in accounting for share-based incentives during the period
1.1.2021-31.12.2021:
Plan Long-term incentive Plan 2019-2024 Long-term incentive Plan 2019-2024
Type share share
Instrument Performance period 2020-2022 Performance period 2019-2021
Grant date 21/02/2020 28/02/2019
Beginning of earning period 01/01/2020 01/01/2019
End of the earning period 31/03/2022 31/12/2021
Vesting date 30/04/2022 31/03/2022
Vesting conditions Relative TSR and EPS Relative TSR and EPS
Maximum contractual life, years 2.30 3.25
Remaining contractual life, years 0.30 1.25
Number of persons at the end of reporting year 21 17
Payment method Cash Cash
Changes during period Performance period 2020-2022 Performance period 2019-2021
Outstanding in the beginning of the period 233 500 € 201 500
Granted during the period - -
Forfeited during the period 163 450 83 000
Outstanding at the end of the period 70 050 118 500
EFFECT OF SHARE-BASED INCENTIVES ON THE RESULT:
EUR million 2021 2020
Expenses for the financial year, share based payments paid in equity 0.0 0.1
Expenses for the financial year, share based payments paid in cash 1.6 0.2
Total 1.6 0.3
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
6.5. ADOPTION OF NEW OR AMENDED IFRS
STANDARDS ANDINTERPRETATIONS
Anora has adopted following new accounting standards issued by
the International Accounting Standards Board effective on 1 January
2021:
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16
Interest Rate Benchmark Reform – Phase 2: The IASB has issued
amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 that
address issues arising during the reform of benchmark interest rates
including the replacement of one benchmark rate with an alternative
one. Given the pervasive nature of IBOR-based contracts,
the amendments could affect companies in all industries. The
amendments do not have a significant impact on the consolidated
financial statements.
Amendment to IFRS 16 Leases Covid-19-Related Rent
Concessions: The amendment introduces an optional practical
expedient that simplifies how a lessee accounts for rent concessions
that are a direct consequence of the COVID-19 pandemic. A lessee
that applies the practical expedient is not required to assess whether
eligible rent concessions are lease modifications when the criteria
presented in the amendment are met. The amendment does not
have a significant impact on the consolidated financial statements.
In 2022 or later, the Group will adopt the following new or
amended standards issued by the International Accounting
Standards Board:
IFRS 17 Insurance Contracts (Originally 1 January 2021 but
extended to 1 January 2023) IFRS 17 was issued in May 2017 as
replacement for IFRS 4 Insurance Contracts. It requires a current
measurement model where estimates are re-measured in each
reporting period. The overall objective is to provide a consistent
accounting model for insurance contracts. The amendments are
not expected to have a significant impact on the consolidated
financial statements.
Classification of Liabilities as Current or Non-current –
Amendments to IAS 1:
The narrow-scope amendments to IAS 1 Presentation of
Financial Statements clarify that liabilities are classified as either
current or non-current, depending on the rights that exist at
the end of the reporting period. Classification is unaffected by
the expectations of the entity or events after the reporting date (eg
the receipt of a waiver or a breach of covenant). The amendments
also clarify what IAS 1 means when it refers to the ‘settlement’ of
a liability. The amendments are not expected to have a significant
impact on the consolidated financial statements.
Property, Plant and Equipment: Proceeds before intended use –
Amendments to IAS 16: The amendment to IAS 16 Property, Plant
and Equipment (PP&E) prohibits an entity from deducting from
the cost of an item of PP&E any proceeds received from selling items
produced while the entity is preparing the asset for its intended
use. It also clarifies that an entity is ‘testing whether the asset is
functioning properly’ when it assesses the technical and physical
performance of the asset. The financial performance of the asset is
not relevant to this assessment.
Entities must disclose separately the amounts of proceeds and
costs relating to items produced that are not an output of the entity’s
ordinary activities. The amendments are not expected to have
a significant impact on the consolidated financial statements.
Reference to the Conceptual Framework – Amendments to IFRS
3: Minor amendments were made to IFRS 3 Business Combinations
to update the references to the Conceptual Framework for Financial
Reporting and add an exception for the recognition of liabilities
and contingent liabilities within the scope of IAS 37 Provisions,
Contingent Liabilities and Contingent Assets and IFRIC 21 Levies.
The amendments also confirm that contingent assets should
not be recognised at the acquisition date. These updates do not
change the accounting requirements for business combinations.
The amendments are not expected to have a significant impact on
the consolidated financial statements.
Onerous Contracts – Cost of Fulfilling a Contract Amendments
to IAS 37: The amendment to IAS 37 clarifies that the direct costs of
fulfilling a contract include both the incremental costs of fulfilling
the contract and an allocation of other costs directly related to
fulfilling contracts. Before recognising a separate provision for
an onerous contract, the entity recognises any impairment loss
that has occurred on assets used in fulfilling the contract. The
amendments are not expected to have a significant impact on
the consolidated financial statements.
Annual Improvements to IFRS Standards 2018–2020: The
following improvements were finalised in May 2020:
IFRS 9 Financial Instruments – clarifies which fees should be
included in the 10% test for derecognition of financial liabilities.
IFRS 16 Leases – amendment of illustrative example 13 to remove
the illustration of payments from the lessor relating to leasehold
improvements, to remove any confusion about the treatment of
lease incentives. IAS 41 Agriculture – removal of the requirement
for entities to exclude cash flows for taxation when measuring fair
value under IAS 41. This amendment is intended to align with
the requirement in the standard to discount cash flows on a post-tax
basis. The amendments are not expected to have a significant impact
on the consolidated financial statements.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
6.6. EVENTS AFTER THE REPORTING PERIOD
On 17 January 2022, the proposals by Anora’s Shareholders’
Nomination Board to Anora’s Annual General Meeting 2022
on the number of members, composition and remuneration of
the Board of Directors were announced.
Comment on the uncertainties and impacts due to the war
in Ukraine:
The most significant uncertainies due to the war in Ukraine relate
to the development of the global grain market with possible
disruptions in the supply of barley and wheat, and to further price
increases across all input costs. The war in Ukraine may cause
volatility in contract manufacturing volumes. Foreign exchanges
rates may be affected significantly by the volatile situation on
the global capital markets.
The impact of the suspension of exports to Russia, as announced
on 28 February 2022, is not material on Group level. The company
respects the sanctions and has reviewed its supplier base. Anora’s
Baltic operations have suspended purchases of raw materials from
Russian and Belarusian suppliers, and the process to replace these
suppliers is on-going.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
Parent company financial statements
ANORA GROUP PLC INCOME STATEMENT (FAS)
EUR million Note 1 Jan - 31 Dec 2021 1 Jan - 31 Dec 2020
NET SALES
1. 210.4 197.4
Increase (+) / decrease (–) in inventories of finished goods
and work in progress -2.4 3.2
Other operating income
2. 16.8 13.9
Materials and services
Raw materials, consumables and goods
Purchases during the period -124.4 -114.5
Change in inventories 4.4 0.1
External services -0.1 -0.1
Total materials and services -120.2 -114.4
Personnel expenses
3.
Wages and salaries -27.8 -25.7
Indirect employee expenses
Pension expenses -4.8 -4.7
Other indirect employee expenses -0.9 -0.9
Total personnel expenses -33.5 -31.3
Depreciation, amortisation and impairment losses
Depreciation and amortisation according to plan -10.1 -11.9
Total depreciation, amortisation and impairment losses -10.1 -11.9
Other operating expenses
4. -50.0 -50.4
OPERATING RESULT 11.0 6.4
EUR million Note 1 Jan - 31 Dec 2021 1 Jan - 31 Dec 2020
Finance income and expenses
5.
Income from Group companies 3.2 -
Income from participating interests 0.9 0.9
Income from other investments held as non-current assets
From others 3.3 0.2
Other interest and finance income
From Group companies 0.1 0.2
From others than Group companies 0.1 0.1
Impairment losses on investments in non-current assets -7.7 -
Interest and other finance expenses
To Group companies -0.0 -0.1
To others than Group companies -2.5 -2.7
Total finance income and expenses -2.6 -1.4
RESULT BEFORE APPROPRIATIONS AND TAXES 8.4 5.0
Appropriations
6.
Depreciation difference increase (–) /decrease (+) -0.2 2.1
Income tax expense
7.
Current period taxes -1.6 -1.3
Deferred taxes -0.0 -0.0
Other direct taxes 0.0 0.0
Total income taxes -1.7 -1.3
RESULT FOR THE PERIOD 6.6 5.9
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
ANORA GROUP PLC BALANCE SHEET (FAS)
EUR million Note 31 Dec 2021 31 Dec 2020
ASSETS
NON-CURRENT ASSETS
8.
Intangible assets
Intangible rights 4.7 6.8
Goodwill 0.2 0.3
Other capitalised long-term expenditure 5.2 5.7
Prepayments 0.8 1.4
Intangible assets total 10.8 14.1
Tangible assets
Land and water areas 2.5 2.4
Buildings and structures 18.4 19.9
Machinery and equipment 24.7 24.6
Other tangible assets 0.5 0.5
Prepayments and assets under construction 0.9 2.6
Tangible assets total 47.0 50.1
Investments
Holdings in Group companies 244.1 196.5
Participating interests 8.2 8.2
Other shares and investments 0.6 0.8
Investments total 253.0 205.6
TOTAL NON-CURRENT ASSETS 310.8 269.8
EUR million Note 31 Dec 2021 31 Dec 2020
CURRENT ASSETS
Inventories
9.
Materials and supplies 22.4 18.1
Work in progress 8.5 9.6
Finished goods 12.5 13.8
Advance payments 0.0 0.0
Inventories total 43.4 41.5
Non-current receivables
10.
Receivables from Group companies 3.4 5.9
Deferred tax assets 0.3 0.5
Non-current receivables total 3.7 6.3
Current receivables
11.
Trade receivables 25.3 19.4
Receivables from Group companies 8.7 9.7
Receivables from participating interest undertakings 0.1 0.1
Accrued income and prepaid expenses 5.3 3.2
Current receivables total 39.5 32.4
Cash at hand and in banks 127.4 129.2
TOTAL CURRENT ASSETS 214.0 209.4
TOTAL ASSETS 524.8 479.2
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
ANORA GROUP PLC BALANCE SHEET (FAS)
EUR million Note 31 Dec 2021 31 Dec 2020
EQUITY AND LIABILITIES
Equity
13.
Share capital 61.5 60.5
Invested unrestricted equity fund 52.2 1.2
Hedge reserve 1.5 -0.6
Retained earnings 59.3 80.5
Profit for the period 6.6 5.9
TOTAL EQUITY 181.1 147.5
Appropriations
14.
Depreciation difference 18.5 18.3
Liabilities
Non-current
15.
Loans from financial institutions 55.0 60.0
Loans from pension institutions 8.3 9.8
Deferred tax liabilities 0.4 -
Other liabilities 4.9 4.9
Non-current liabilities total 68.6 74.7
Current
Loans from financial institutions 25.0 45.0
Loans from pension institutions 1.5 1.5
Trade payables 19.3 13.2
Liabilities to Group companies
16. 125.4 110.6
Other liabilities 62.7 44.1
Accrued expenses and deferred income
17. 22.7 24.2
Current liabilities total 256.6 238.7
TOTAL LIABILITIES 325.2 313.3
TOTAL EQUITY AND LIABILITIES 524.8 479.2
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
ANORA GROUP PLC STATEMENT OF CASH FLOWS (FAS)
EUR million Note 1 Jan - 31 Dec 2021 1 Jan - 31 Dec 2020
CASH FLOW FROM OPERATING ACTIVITIES
Result before taxes 8.2 7.2
Adjustments
Depreciation, amortisation and impairment 17.8 11.9
Gain/loss from disposal of property, plant and equipment and intangible
assets -5.2 -
Finance income and costs -1.9 1.4
Change in depreciation difference 0.2 -2.1
Other adjustments 0.0 0.2
10.9 11.4
Change in working capital
Change in inventories, increase (-) / decrease (+) -4.4 -2.5
Change in trade and other receivables, increase (-) / decrease (+) -5.5 6.8
Change in trade and other payables, increase (+) / decrease (-) 23.2 12.6
Change in working capital 13.3 16.9
Interest paid -1.6 -1.5
Interest received 0.1 0.3
Other finance income and expenses paid -1.0 -1.2
Income taxes paid -0.4 -3.0
Financial items and taxes -2.8 -5.4
NET CASH FLOW FROM OPERATING ACTIVITIES 29.5 30.0
EUR million Note 1 Jan - 31 Dec 2021 1 Jan - 31 Dec 2020
CASH FLOW FROM INVESTING ACTIVITIES
Payments for property, plant and equipment and intangible assets -3.8 -6.1
Proceeds from sale of property, plant and equipment and intangible assets
2. 4.5 -
Investments in subsidiaries -3.3 -
Proceeds from other investments 3.4 -
Repayment of loan receivables 2.5 9.0
Dividends received
5. 4.3 1.1
NET CASH FLOW FROM INVESTING ACTIVITIES 7.6 3.9
CASH FLOW FROM FINANCING ACTIVITIES
Changes in commercial paper program -20.0 40.0
Proceeds from current borrowings
16. 15.7 17.9
Repayment of current borrowings
16. -1.0 -2.0
Repayment of non-current borrowings
15. -6.5 -6.5
Dividends paid and other distributions of profits
13. -27.1 -15.2
NET CASH FLOW FROM FINANCING ACTIVITIES -38.9 34.2
CHANGE IN CASH AND CASH EQUIVALENTS -1.8 68.1
Cash and cash equivalents at the beginning of the period 129.2 61.0
Change in cash and cash equivalents -1.8 68.1
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD 127.4 129.2
88
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
NOTES TO ANORA GROUP PLC FINANCIAL STATEMENTS
Accounting policies for financial statements
The financial statements of the parent company are prepared in
accordance with the Finnish accounting legislation.
Arcus ASA merged into Altia Oyj 1st of September 2021. The
name of the combined entity is Anora Group Plc. In the financial
statements, the merger has been accounted for using the acquisition
method using the book values.
Non-current assets and depreciations
Non-current assets are recognised in the balance sheet at acquisition
cost less depreciations. The depreciation periods for non-current
assets are:
Trademarks 10–15 years
IT- development and software 3–5 years
Buildings and structures 10–40 years
Machinery and equipment 10 years
Other tangible assets 3–10 years
Holdings in Group companies and other shares and investments
included in non-current assets are measured at acquisition cost or
fair value, if lower.
Inventories
Inventories are measured at the lower of cost and net realisable
value. Self-manufactured products are measured at standard
prices, except cognac products, which are measured at weighted
average cost. Fixed production costs are allocated to the cost of
own production. Raw materials, supplies and trading goods are
measured at weighted average cost. Repacked trading goods are
measured at standard cost in repacking plant.
The cost of finished products and work in progress includes
raw materials, direct labour costs, other direct costs as well as
an allocable proportion of variable procurement and production
costs and fixed overheads in case of finished products, determined
based on normal operating capacity. Net realisable value is
the estimated selling price in the ordinary course of business, less
the estimated costs of completion and the estimated costs necessary
to make the sale.
Pension plans
The pension plans of the parent company are arranged through
pension insurance companies. Pension expenses are accrued to
correspond to the performance-based salaries in the financial
statements.
Cash Pool
The Group has applied the so called cash pool arrangement,
which enables efficient management of the parent company’s and
subsidiaries’ cash and cash equivalents.
Leases
All lease payments are recognised as rental expenses.
Financial Derivatives
Fair value measurement compliant with Chapter 5, section 2a
of the Accounting Act is applied to the accounting treatment of
financial derivatives.
Derivatives are included in financial assets and liabilities at fair
value through profit or loss when they do not meet the criteria of
hedge accounting. These derivatives are recognised at fair value on
the trade date and they are subsequently measured at fair value at
the reporting date. The fair values of derivatives equal the amount
that Anora Group Plc would have to pay or it would receive from
the termination of the derivative contract at the reporting date. The
fair values of forward exchange contracts are determined by using
the market prices at the reporting date. The fair values of interest
rate derivatives are determined by discounting the related future
cash flows. The valuation of commodity derivatives is determined
based on the fair values received from the financial markets.
All derivatives for which fair value is measured or disclosed
in the financial statements are categorised within the fair value
hierarchy level 1–3. The levels of fair value hierarchy reflect
the significance of inputs used in determining the fair values. In level
one, fair values are based on public quotations of identical financial
instruments. In level two, the inputs used in determining the fair
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
values are based on quoted market rates and prices observable for
the asset or liability in question directly (ie. price) or indirectly on
discounted future cash flows. Fair values of other financial assets
and liabilities in level two reflect their carrying value. In level three,
the fair values of assets and liabilities are based on inputs that are
not based on observable market data for all significant variables, and
instead are, to a significant extent, based on management estimates
and their use in generally accepted valuation techniques.
The fair values of the financial instruments are determined by
using the market prices on the closing date of the reporting period.
Hedge accounting
The parent company applies hedge accounting when the change
in fair value is recognised in the hedge reserve under equity. In
Anora Group Oyj, cash flow hedging is applied to part of the interest
rate, foreign currency and electricity derivatives based on case-
by-case assessment. In cash flow hedging, Anora Group Oyj is
hedging against changes in cash flows related to a specific asset
or liability recognised in the balance sheet or to a highly probable
future business transaction. In the beginning of the hedging
arrangement, company documents the relationship between each
hedging instrument and hedged item, as well as the objectives of risk
management and the strategy in engaging in hedging. Effectiveness
means the ability of a hedging instrument to offset the changes
in the fair value of the hedged item or changes in the cash flows
of the hedged transaction attributable to the hedged risk. The
hedging relationship is regarded to be highly effective when there
is an economic relationship between the hedged item and the value
of the hedging instrument and the value of the hedged item moves
to the opposite direction due to same risk. Hedge accounting is
discontinued when the criteria for hedge accounting is no longer met.
The gains and losses arising from fair value changes of derivative
contracts, to which hedge accounting is applied, are presented
in congruence with the hedged item. The effective portion of
the unrealised changes in the fair value of derivatives designated
and qualifying as cash flow hedges are recognised in the hedge
reserve in equity. The ineffective portion is immediately recognised
in profit or loss in finance income or expense.
The cumulative gain or loss in equity on derivative instruments
related to commercial items is recognised in profit or loss as
an adjustment to purchases or sales simultaneously with the hedged
item in the period in which the hedged item affects profit or
loss. Realised gain or loss on electricity derivatives is included in
operating result in electricity procurement expenses. When a hedging
instrument designated as a cash flow hedge expires, is sold or
no longer meets the criteria of hedge accounting, the gain or loss
accumulated in equity is recognised through profit or loss either as
an adjustment to purchases or sales when hedging is effective or as
finance income or expense when hedge accounting criteria is not met.
Research and development expenditure
Research and development expenditure is recognised as an annual
expense as incurred.
Financial securities
Financial securities are recognised at acquisition cost or lower.
Receivables
Receivables are measured at acquisition cost or probable value,
if lower.
Sale of trade receivables
The sold receivables are derecognised when the receivable has been
sold and the sales price for it has been received. The related costs are
recognised in other financial expenses.
Non-current financial liabilities
Non-current financial liabilities are recognised at acquisition cost.
Income taxes
Income taxes in the income statement include taxes calculated for
the financial year based on Finnish tax legislation, adjustments to
taxes in previous financial years and the change in deferred taxes.
Foreign currency denominated items
Foreign currency denominated receivables and liabilities are
translated to Finnish currency at the rates of the closing date of
the reporting period.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
1. NET SALES
EUR million 2021 2020
Net sales by business areas
Alcohol beverages 107.9 104.7
Industrial services 102.6 92.7
TOTAL 210.4 197.4
Net sales by geographic areas
Finland 162.7 151.5
Europe 46.2 44.4
Rest of the world 1.5 1.4
TOTAL 210.4 197.4
2. OTHER OPERATING INCOME
EUR million 2021 2020
Rental income 1.2 1.1
Income from energy sales 3.4 3.3
Proceeds from disposal of non-current assets 2.1 -
Service income 8.7 8.4
Other income 1.4 1.2
TOTAL 16.8 13.9
Proceeds from disposal of noncurrent assets include EUR 2.1 million
sales proceeds from the sale of trademark to Galatea Ab.
4. OTHER OPERATING EXPENSES
EUR million 2021 2020
Rental expenses 1.5 1.7
Marketing expenses 4.8 3.7
Energy expenses 7.6 7.2
Travel and representation expenses 0.4 0.3
Repair and maintenance expenses 6.4 6.3
IT expenses 7.9 6.0
Outsourcing services 9.9 13.7
Variable sales expenses 5.6 5.3
Other expenses 6.0 6.2
TOTAL 50.0 50.4
Auditor's fees
Audit fees 0.2 0.1
Other fees 0.1 0.8
TOTAL 0.3 1.0
Environmental expenses
The Company’s environmental expenses did not have a significant
impact on the result for the period and on the financial position.
3. NOTES RELATED TO PERSONNEL
EUR million 2021 2020
Wages and salaries 27.8 25.7
Pension expenses 4.8 4.7
Other social expenses 0.9 0.9
TOTAL 33.5 31.3
EUR million 2021 2020
Fringe benefits (taxable value) 0.6 0.6
The average number of personnel during the
reporting period 2021 2020
Workers 193 194
Clerical employees 207 201
TOTAL 400 395
Management remuneration, EUR million 2021 2020
CEO 0.4 0.3
Board members 0.4 0.4
Pension commitments of the Board and CEO
The retirement age of the CEO of the company is 63 years.
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
5. FINANCE INCOME AND EXPENSES
EUR million 2021 2020
Dividend income
From Group companies 3.2 -
From participating interest undertakings 0.9 0.9
From others 0.2 0.2
Total dividend income 4.3 1.1
Interest income
From Group companies 0.1 0.2
From others 0.0 0.1
Total interest income 0.1 0.3
Other finance income
From others 3.2 -
Total other finance income 3.2 -
TOTAL FINANCE INCOME 7.6 1.4
Interest expenses
To Group companies 0.0 0.1
To others 1.5 1.5
Total interest expenses 1.5 1.5
Other finance expenses
To others
Impairment losses on investments in
non-current assets 7.7 -
Other finance expenses 1.1 1.2
Total other finance expenses 8.8 1.2
TOTAL FINANCE EXPENSE 10.3 2.8
TOTAL FINANCE INCOME AND EXPENSES -2.6 -1.4
The following items are included in finance
items of the income statement from fair value
hedges:
Other finance income
Fair value changes of derivatives 0.0 -0.0
Other finance income include the sale of shares of Chemigate Oy Ab
EUR 3.2 million.
Other finance expenses include the impairment losses on
subsidiary shares of Altia Denmark A/S.
6. APPROPRIATIONS
EUR million 2021 2020
Difference between depreciations according to
plan and depreciations made in taxation:
Intangible rights 0.3 1.1
Other intangible assets -0.2 -0.0
Buildings and structures 0.4 0.8
Machinery and equipment -0.7 0.3
Other tangible assets 0.0 -0.0
TOTAL -0.2 2.1
7. INCOME TAX EXPENSE
EUR million 2021 2020
Income taxes from current period -1.6 -1.3
Income taxes from previous periods 0.0 0.0
Change in deferred tax assets -0.0 -0.0
TOTAL -1.7 -1.3
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
8. SPECIFICATION OF NON-CURRENT ASSETS
EUR million 2021 2020
Intangible assets
Intangible rights
Acquisition cost at 1 January 34.6 34.3
Additions 0.1 0.1
Additions, Group internal structural changes - 0.0
Disposals -1.5 -
Transfers between items - 0.2
Acquisition cost at 31 December 33.1 34.6
Accumulated amortisation at 1 January -27.8 -24.3
Accumulated amortisation, Group internal structural changes - -0.0
Accumulated amortisation on disposals and transfers 1.5 -
Amortisation for the period -2.1 -3.5
Accumulated amortisation at 31 December -28.5 -27.8
CARRYING AMOUNT AT 31 DECEMBER 4.7 6.8
Goodwill
Acquisition cost at 1 January 18.7 17.6
Additions, Group internal structural changes - 1.1
Acquisition cost at 31 December 18.7 18.7
Accumulated amortisation at 1 January -18.4 -17.6
Accumulated amortisation, Group internal structural changes - -0.7
Amortisation for the period -0.1 -0.1
Accumulated amortisation at 31 December -18.5 -18.4
CARRYING AMOUNT AT 31 DECEMBER 0.2 0.3
Other intangible assets
Acquisition cost at 1 January 25.8 24.3
Additions 0.5 0.1
Transfers between items 1.0 1.3
Acquisition cost at 31 December 27.3 25.8
Accumulated amortisation at 1 January -20.1 -18.2
Amortisation for the period -2.0 -1.9
Accumulated amortisation at 31 December -22.1 -20.1
CARRYING AMOUNT AT 31 DECEMBER 5.2 5.7
Prepayments in intangible assets
Acquisition cost at 1 January 1.4 2.0
Additions 0.3 0.9
Transfers between items -1.0 -1.4
CARRYING AMOUNT AT 31 DECEMBER 0.8 1.4
EUR million 2021 2020
Tangible assets
Land and water areas
Acquisition cost at 1 January 2.4 2.4
Additions 0.0 -
CARRYING AMOUNT AT 31 DECEMBER 2.5 2.4
Buildings and structures
Acquisition cost at 1 January 99.0 97.8
Additions 0.4 1.4
Transfers between items 0.3 0.1
Disposals - -0.3
Acquisition cost at 31 December 99.7 99.0
Accumulated depreciation at 1 January -79.1 -76.8
Accumulated depreciation on disposals and transfers - 0.2
Depreciation for the period -2.1 -2.6
Accumulated depreciation at 31 December -81.3 -79.1
CARRYING AMOUNT AT 31 DECEMBER 18.4 19.9
Machinery and equipment
Acquisition cost at 1 January 120.5 118.3
Additions 1.6 1.3
Disposals -0.1 -0.2
Transfers between items 2.3 1.1
Acquisition cost at 31 December 124.3 120.5
Accumulated depreciation at 1 January -95.9 -92.2
Accumulated depreciation on disposals and transfers 0.1 0.2
Depreciation for the period -3.7 -3.9
Accumulated depreciation at 31 December -99.6 -95.9
CARRYING AMOUNT AT 31 DECEMBER 24.7 24.6
Other tangible assets
Acquisition cost at 1 January 0.5 0.5
Acquisition cost at 31 December 0.5 0.5
CARRYING AMOUNT AT 31 DECEMBER 0.5 0.5
Prepayments and assets under construction
Acquisition cost at 1 January 2.6 1.5
Additions 0.9 2.4
Transfers between items -2.6 -1.3
CARRYING AMOUNT AT 31 DECEMBER 0.9 2.6
CARRYING AMOUNT OF MACHINERY AND EQUIPMENT USED IN PRODUCTION AT 31 DECEMBER 24.4 24.1
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FINANCIAL STATEMENTS
FINANCIAL STATEMENTSREPORT BY THE BOARD OF DIRECTORS
EUR million 2021 2020
Investments
Holdings in Group companies
Acquisition cost at 1 January 347.7 358.3
Additions 55.3 -
Disposals - -10.7
Acquisition cost at 31 December 402.9 347.7
Accumulated impairment at 1 January -151.1 -151.5
Impairment -7.7 -
Accumulated impairment on disposals - 0.4
Accumulated impairment at 31 December -158.8 -151.1
CARRYING AMOUNT AT 31 DECEMBER 244.1 196.5
Participating interests
Acquisition cost at 1 January 8.2 8.2
CARRYING AMOUNT AT 31 DECEMBER 8.2 8.2
Other shares and investments
Acquisition cost at 1 January 0.8 0.8
Disposals -0.2 -
CARRYING AMOUNT AT 31 DECEMBER 0.6 0.8
9. INVENTORY
There is no significant difference between the repurchase price and
cost of inventories.
10. NON-CURRENT RECEIVABLES
EUR million 2021 2020
Receivables from Group companies
Loan receivables 3.4 5.9
Deferred tax assets
Recognised in hedge reserve - 0.2
Fixed assets deferred depreciations 0.3 0.3
Deferred tax assets total 0.3 0.5
TOTAL NON-CURRENT RECEIVABLES 3.7 6.3
11. CURRENT RECEIVABLES
EUR million 2021 2020
Receivables from Group companies
Trade receivables 4.7 4.5
Other receivables 2.6 3.1
Derivatives 0.0 0.5
Accrued income and prepaid expenses 1.5 1.6
Total 8.7 9.7
Receivables from participating interest
undertakings
Trade receivables 0.1 0.1
Total 0.1 0.1
Receivables from others
Trade receivables** 25.3 19.4
Accrued income and prepaid expenses 5.3 3.2
Total 30.6 22.6
TOTAL CURRENT RECEIVABLES 39.5 32.4
Accrued income and prepaid expenses
Significant items in accrued income and
prepaid expenses:
Derivatives 2.8 0.7
Taxes 0.8 0.8
Others 1.8 1.7
Total 5.3 3.2
** Does not include the sold trade receivables
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12. DISCLOSURES ON FAIR VALUES (DERIVATIVES)
2021 2020
EUR million Fair value 31 Dec
Changes in the fair
value recognised in
the income statement
Changes in the fair
value recognised in
fair value reserve Fair value 31 Dec
Changes in the fair
value recognised in
the income statement
Changes in the fair
value recognised in
fair value reserve
Derivative instruments
Interest rate derivatives
(level 2) -0.5 - -0.5 -1.0 - -1.0
Foreign exchange derivatives
(level 2) 0.2 0.0 0.1 -0.5 -0.0 -0.4
Commodity derivatives
(level 2) 2.3 - 2.3 0.6 - 0.6
TOTAL 1.9 0.0 1.9 -0.8 0.0 -0.8
13. EQUITY
EUR million 2021 2020
Restricted equity
Share capital at 1 January 60.5 60.5
Changes in share capital 1.0 -
Share capital at 31 December 61.5 60.5
Hedge reserve at 1 January -0.6 -0.9
Additions and disposals 2.2 0.3
Hedge reserve at 31 December 1.5 -0.6
Total restricted equity 63.0 59.9
Unrestricted equity
Invested unrestricted equity fund at 1 January 1.2 1.2
Changes in Invested unrestricted equity fund 51.0 -
Retained earnings at 1 January 86.4 95.7
Distribution of dividends -27.1 -15.2
Profit for the period 6.6 5.9
Total unrestricted equity 118.1 87.6
TOTAL EQUITY 181.1 147.5
Distributable unrestricted equity
Calculation of distributable equity
Invested unrestricted equity fund 52.2 1.2
Retained earnings 86.4 95.7
Distribution of dividends -27.1 -15.2
Profit for the period 6.6 5.9
TOTAL DISTRIBUTABLE UNRESTRICTED EQUITY 118.1 87.6
Company’s share capital:
Number of shares outstanding at the end of
theperiod 67 553 624 36 140 485
As merger consideration, the shareholders of Arcus received 0.4618
new shares in Altia for each share registered as held in Arcus upon
completion of the merger. Arcus’ shareholders received in aggregate
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shares representing approximately a 46.5% ownership in Anora. The
aggregate number of the new shares issued in Altia in connection
with the merger was 31 413 139 shares. The share capital of Altia was
increased by EUR 1 019 621.64 in connection with the registration
of the execution of the merger. The merger consideration shares
were registered at the Finnish Trade Register on 1 September 2021.
At the end of the reporting period, Anora Group Plc’s share capital
amounted to EUR 61 500 000 and the number of issued shares was
67 553 624.
14. APPROPRIATIONS
EUR million 2021 2020
Depreciation difference
Intangible rights 1.2 1.4
Other intangible assets 0.4 0.2
Buildings and structures 1.5 1.9
Machinery and equipment 15.5 14.8
Other tangible assets -0.0 -0.0
TOTAL 18.5 18.3
15. LIABILITIES
EUR million 2021 2020
Non-current
Loans from financial institutions 55.0 60.0
Loans from pension institutions 8.3 9.8
Deferred tax liabilities 0.4 -
Other liabilities 4.9 4.9
TOTAL 68.6 74.7
16. LIABILITIES TO GROUP COMPANIES
EUR million 2021 2020
Trade payables 1.5 0.6
Liabilities to Group companies - 1.0
Cash Pool liabilities 122.8 107.2
Derivative instruments 0.3 0.0
Other accrued expenses 0.8 1.8
TOTAL 125.4 110.6
17. ACCRUED EXPENSES AND DEFERRED INCOME
EUR million 2021 2020
Significant items under accrued expenses:
Holiday pay and other wages and salaries 10.4 9.1
Contract discount 0.5 0.5
Procurement expenses and other accrued
expenses 11.3 12.7
Derivative instruments 0.6 1.9
TOTAL 22.7 24.2
18. COLLATERALS AND COMMITMENTS
EUR million 2021 2020
Collaterals given on behalf of the Group
companies
Mortgages 18.5 18.5
Guarantees 3.5 3.8
TOTAL COLLATERALS 22.0 22.3
Commitments and other contingencies
Operating and finance lease obligations
Not later than one year 0.6 0.6
Later than one year 0.5 0.7
Total 1.1 1.3
Lease obligations
Not later than one year 0.7 0.6
Later than one year 1.5 2.1
Total 2.1 2.7
Other obligations
Not later than one year 5.5 3.2
Total 5.5 3.2
TOTAL COMMITMENTS 8.7 7.2
VAT liability for real estate investments
The company is liable to review VAT deductions made for real estate
investments completed in 2013–2021 if the use subject to VAT
decreases during the review period. The maximum liability is EUR
1.2 million and the last year to review is 2030.
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DERIVATIVE CONTRACTS
EUR million 2021 2020
Electricity derivatives
Fair value 2.3 0.6
Nominal value 2.8 3.3
Amount (TWh) 0.1 0.1
Parent company's external forward exchange
contracts
Fair value 0.4 -0.9
Nominal value 25.8 34.4
Parent company's internal forward exchange
contracts
Fair value -0.3 0.5
Nominal value 12.9 14.8
Interest rate derivatives
Fair value -0.5 -1.0
Nominal value 20.0 20.0
Emission allowances (kilotons) 2021 2020
Emission allowances received 22.6 26.4
Excess emission allowances from
the previous year 10.9 4.0
Realised emissions -19.9 -19.6
EMISSION ALLOWANCES AT 31 DECEMBER 13.5 10.9
Fair value of the remaining emission
allowances, EUR million 1.1 0.3
The received emission allowances and the realised emission of
the year 2021 are estimates which will be adjusted during spring
2022. Altia continues to operate within the emission trading system
for the trading period 2021-2030.
19. RELATED PARTY TRANSACTIONS
Related party transactions are carried out at market value. More
information about related party transactions is presented in Group
Note 6.3. Management remuneration is presented in Altia Plc
Note 3.
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Board of Directors’ proposal for thedistributionofprofits
According to the balance sheet at 31 December 2021, the parent company’s distributable funds amount to
EUR 118 063 196.87 including profit for the period of EUR 6 564 235.73.
There have been no significant changes to the parent company’s financial position after the end of
the financial year.
The Board of Directors proposes to the Annual General Meeting that a dividend of EUR 0.45 per share be
paid for the financial year 2021. In its proposal the Board has considered former Altia’s dividend policy to
pay 60% or more of the result for the period as a dividend to the shareholders. Anora’s financial targets
including a dividend policy will be set in connection with the on-going strategy process.
Signatures to the Board of Directors’ Report and to the financial statements
Helsinki, 9 March 2022
Michael Holm Johansen
Chairman
Sanna Suvanto-Harsaae Kirsten Ægidius Ingeborg Flønes
Sinikka Mustakari Jyrki Mäki-Kala Nils Selte
Torsten Steenholt Arne Larsen Jussi Mikkola
Pekka Tennilä
CEO
The Auditors’ Note
An auditor´s report concerning the performed audit has been given to date.
Helsinki, 9 March 2022
PricewaterhouseCoopers Oy
Authorised Public Accountants
Ylva Eriksson
Authorised Public Accountant
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Auditor’s Report
To the Annual General Meeting of Anora Group Oyj
Report on the Audit of the Financial Statements
Opinion
In our opinion
• the consolidated financial statements give a true and fair view of the group’s financial position and
financial performance and cash flows in accordance with International Financial Reporting Standards
(IFRS) as adopted by the EU
• the financial statements give a true and fair view of the parent company’s financial performance
and financial position in accordance with the laws and regulations governing the preparation of
the financial statements in Finland and comply with statutory requirements.
Our opinion is consistent with the additional report to the Audit Committee.
What we have audited
We have audited the financial statements of Anora Group Oyj (business identity code 1505555-7) for
the year ended 31 December 2021. The financial statements comprise:
• the consolidated balance sheet, income statement, statement of comprehensive income, statement of
changes in equity, statement of cash flows and notes, including a summary of significant accounting
policies
• the parent company’s balance sheet, income statement, statement of cash flows and notes.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under
good auditing practice are further described in the Auditor’s Responsibilities for the Audit of the Financial
Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Independence
We are independent of the parent company and of the group companies in accordance with the ethical
requirements that are applicable in Finland and are relevant to our audit, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, the non-audit services that we have provided to the parent
company and to the group companies are in accordance with the applicable law and regulations in Finland
and we have not provided non-audit services that are prohibited under Article 5(1) of Regulation (EU)
No 537/2014. The non-audit services that we have provided are disclosed in note 1.6 to the Financial
Statements.
Our Audit Approach
Overview
Materiality
Audit Scope
Key Audit
Matters
• Overall group materiality: € 3.3 million
• The group audit included the parent company and all
significant subsidiaries covering the vast majority of
net sales, assets and liabilities.
• Revenue recognition
• Valuation of inventories
• Arcus ASA provisional acquisition accounting
(Translation of the Finnish Original)
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As part of designing our audit, we determined materiality and assessed the risks of material misstatement
in the financial statements. In particular, we considered where management made subjective judgements;
for example, in respect of significant accounting estimates that involved making assumptions and
considering future events that are inherently uncertain.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to
obtain reasonable assurance whether the financial statements are free from material misstatement.
Misstatements may arise due to fraud or error. They are considered material if individually or in aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall group materiality for the consolidated financial statements as set out in the table
below. These, together with qualitative considerations, helped us to determine the scope of our audit
and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on
the financial statements as a whole.
Overall group materiality € 3.3 million
How we determined it 0.7% of net sales
Rationale for the materiality
benchmark applied
We chose net sales as the benchmark because it provides
a consistent year-on-year basis for determining materiality. In
addition, it is a benchmark against which the performance of
the group is commonly measured by users.
We used 0.7% of net sales, which is within the range of
acceptable quantitative materiality thresholds in auditing
standards.
How we tailored our group audit scope
We tailored the scope of our audit, taking into account the structure of the group, the accounting processes
and controls, and the size, complexity and risks of individual subsidiaries. Anora Group has operations in
the Nordic countries, Baltics and France.
We performed group audit procedures on all significant account balances covering the vast majority of
the group’s net sales, assets and liabilities. In addition, we performed analytical procedures at group level
of the remaining balances.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the current period. These matters were addressed in the context of our
audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
As in all of our audits, we also addressed the risk of management override of internal controls,
including among other matters consideration of whether there was evidence of bias that represented a risk
of material misstatement due to fraud.
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Key audit matter in the audit of the group How our audit addressed the key audit matter
Revenue recognition
Refer to note 1.1 in the consolidated financial statements
Anora’s revenue flows are generated by the sale of own products and partner brands, contract
manufacturing, sale of logistic services and sale of industrial products.
The transaction price may include variable considerations such as volume discounts, bonuses,
marketing support and product returns.
Due to a variety of contractual terms, the calculation of the period’s variable components is a
complex accounting area that include management judgement. We have accordingly considered
the risk that revenue is not recorded in the correct period to be a key audit matter.
Our audit procedures included e.g. the following:
• We gained an understanding of the nature of the revenue flows and different contractual terms
used.
• We compared the accounting treatment of a sample of sales transactions and variable
consideration to the terms of underlying contracts.
• We assessed the Group’s accounting policies over revenue recognition.
• We tested a sample of sales transactions against incoming cash.
• We tested a sample of sales invoices recorded in December 2021 and January 2022 to evaluate
that revenue had been recognised in the right period.
• For selected revenue and accounts receivable balances we obtained customer confirmations.
Valuation of inventory
Refer to note 2.4 in the consolidated financial statements
Inventory forms a significant part of the Group’s assets, amounting to EUR 139.7 million as of 31
December 2021.
Inventories are measured at the lower of cost and net realisable value. Self-manufactured
products are measured at standard prices or weighted average cost. Fixed production costs are
allocated to the cost of own production.
Management exercises judgement and applies assumptions when estimating the need for
an obsolescence provision. This includes identification of slow moving and seasonal products,
changes in product portfolio and consideration of sales forecasts.
Given the factors described above, we have considered valuation of inventory to be a key audit
matter.
Our audit procedures included e.g. the following:
• We gained an understanding of the controls established in relation to inventory valuation.
• We assessed the adequacy of the obsolescence provision and checked adherence to the
Group’s accounting policy.
• We tested, on a sample basis, the accuracy of cost for self-manufactured products by
comparing the actual production costs to market and other price data.
• We tested a sample of inventory items to confirm whether they are held at the lower of cost
and net realisable value, through comparison to vendor invoices and sales prices.
• For a sample of warehouses, we attended the physical stock-take counting or reconciled third
party confirmations with the accounting records.
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Key audit matter in the audit of the group How our audit addressed the key audit matter
Arcus ASA provisional acquisition accounting
Refer to notes 5.1 and 5.2 in the consolidated financial statements
Arcus ASA merged into Altia Oyj on 1 September 2021. The merger accounting is provisional in the
financial statements in accordance with the International Financial Reporting Standard, IFRS 3
Business combinations.
The Acquisition Cost for the group was EUR 337.4 million and the whole purchase price was paid
with Altia Oyj’s shares.
The acquisition is material for the group and the application of accounting method includes a
substantial degree of management judgment. The judgments and estimates applied includes
identification of all assets and liabilities, including valuation of these identified assets and
liabilities. Estimated future cash flows have been used to value some of the assets.
A key area was determining fair values for identifiable intangible assets, consisting of customer
relationships and brands. Management has used external advisors, when assessing the
provisional fair values for identified assets and liabilities. Fair values for tangible fixed assets,
current assets and current liabilities were also assessed for the purchase price allocation.
According to the provisional allocation of the purchase price the total amount of goodwill resulting
from the merger amounts to EUR 193.2 million.
Given the factors described above, we have considered Arcus ASA provisional acquisition
accounting to be a key audit matter.
This matter is a significant risk of material misstatement referred to in EU Regulation No 537/2014,
point (c) of Article 10(2) relating to the consolidated financial statements.
Our audit procedures included e.g. the following:
• We gained an understanding of the management approach regarding provisional accounting
of the merger in accordance with IFRS 3.
• We assessed methods used by management in relation to areas including substantial amount
of management estimates and judgments.
• We read contracts and minutes of the meeting of Board of Directors to identify the relevant
contractual terms, which has an impact on how the transaction is accounted for.
• We recalculated the amount of total consideration and goodwill resulting from the merger.
• We engaged our fair value experts, for evaluating whether the valuation methods applied by
the management and methods used by the Company’s external advisors are adequate and in
compliance with the requirements of IFRS-standards.
• We evaluated the adequacy of the key market parameters used in assessing the fair values,
such as discount rates, by comparing them to the rates applied in the industry.
• We evaluated the appropriateness of of the input data used in fair value calculations.
• We evaluated the economical lives used for asset groups based on our industry knowledge
and understanding.
• We assessed the appropriateness of disclosures included to the consolidated financial
statements.
We have no key audit matters to report with respect to our audit of the parent company financial statements.
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Responsibilities of the Board of Directors and the Managing Director for the Financial
Statements
The Board of Directors and the Managing Director are responsible for the preparation of consolidated
financial statements that give a true and fair view in accordance with International Financial Reporting
Standards (IFRS) as adopted by the EU, and of financial statements that give a true and fair view in
accordance with the laws and regulations governing the preparation of financial statements in Finland
and comply with statutory requirements. The Board of Directors and the Managing Director are also
responsible for such internal control as they determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the Managing Director are responsible
for assessing the parent company’s and the group’s ability to continue as a going concern, disclosing, as
applicable, matters relating to going concern and using the going concern basis of accounting. The financial
statements are prepared using the going concern basis of accounting unless there is an intention to liquidate
the parent company or the group or to cease operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with good auditing practice will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
As part of an audit in accordance with good 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 financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the parent company’s or the group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
• Conclude on the appropriateness of the Board of Directors’ and the Managing Director’s use of
the going concern basis of accounting and based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the parent
company’s or the group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in
the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions
are based on the audit evidence obtained up to the date of our auditor’s report. However, future events
or conditions may cause the parent company or the group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions and events
so that the financial statements give a true and fair view.
• 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, related
safeguards.
From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the financial statements of the current period and are therefore
the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.
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Other Reporting Requirements
Appointment
We were first appointed as auditors by the annual general meeting on 29 March 2016. Our appointment
represents a total period of uninterrupted engagement of 6 years.
Other Information
The Board of Directors and the Managing Director are responsible for the other information. The other
information comprises the report of the Board of Directors and the information included in the Annual Report
but does not include the financial statements and our auditor’s report thereon. We have obtained the report of
the Board of Directors prior to the date of this auditor’s report and the Annual Report is expected to be made
available to us after that date.
Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other information
identified above and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially
misstated. With respect to the report of the Board of Directors, our responsibility also includes considering
whether the report of the Board of Directors has been prepared in accordance with the applicable laws and
regulations.
In our opinion
• the information in the report of the Board of Directors is consistent with the information in the financial
statements
• the report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.
If, based on the work we have performed on the other information that we obtained prior to the date of this
auditor’s report, we conclude that there is a material misstatement of this other information, we are required
to report that fact. We have nothing to report in this regard.
Helsinki 9 March 2022
PricewaterhouseCoopers Oy
Authorised Public Accountants
Ylva Eriksson
Authorised Public Accountant (KHT)
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ESEF Assurance Report (Translation of the Finnish Original)
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Anora Group Plc
P.O. Box 350, 00101 Helsinki, Finland
+358 207 013 013
communications@anora.com
www.anora.com