Consolidated Annual Financial Statements of Festi hf. 2024 2
Contents
Page
Endorsement and Statement by the Board of Directors and the CEO .............................................................. 3
Independent Auditors' Report ............................................................................................................................ 7
Statement of Profit or Loss and Other Comprehensive Income ........................................................................ 11
Statement of Financial Position ......................................................................................................................... 12
Statement of Changes in Equity ........................................................................................................................ 13
Statement of Cash Flows .................................................................................................................................. 14
Notes ................................................................................................................................................................. 15
Appendices - unaudited:
Quarterly Statement .......................................................................................................................................... 49
Statement of Corporate Governance ................................................................................................................ 51
Non-Financial Information ................................................................................................................................. 57
Consolidated Annual Financial Statements of Festi hf. 2024 3 Amounts are in thousands of ISK
Endorsement and Statement by the Board of Directors and the
CEO
Operations of the Group
Festi owns and operates companies which are leading in the food market, fuel and service station market, pharmacy
market and electronic equipment and smart devices market. Operation of properties, purchase and sale of securities are
also part of the operations of the Group.
The parent company Festi (“the Company”) owns the subsidiaries Krónan, which operates grocery stores under the name
Krónan, N1, which operates service stations for fuel and electricity sales and various facilities related to lubrication and
motor vehicle services, ELKO, which operates electronic equipment stores under its own brand, Lyfja, which operates
pharmacies under its own brand, Yrkir eignir, which owns and operates the Group’s properties, and Bakkinn vöruhótel,
which specialises in warehouse services and distribution for the Group’s companies.
Board of Directors and Corporate Governance
The Board of Directors of Festi has established rules of procedure whereby it endeavours to comply with the "Guidelines
on corporate governance" issued by the Iceland Chamber of Commerce, NASDAQ OMX Iceland and the Confederation
of Icelandic Employers on 1 July 2021. The guidelines are accessible on the website www.leidbeiningar.is.
The Board of Directors consists of three males and two females. The Company’s Annual General Meeting will be held
next 6 March. Further information about the Board of Directors and Corporate Governance can be found in the appendix
Statement of Corporate Governance, which accompanies these annual financial statements.
Operations during the year
The Group´s operating revenue for the year 2024 amounted to ISK 156,707 million (2023: ISK 138,440 million) and
increased by 13.2% between years. Operating profit before depreciation, amortisation and changes in value for the year
2024 amounted to ISK 12,511 million (2023: ISK 11,015 million) and increased by 13.6% between years. According to
the Statement of Profit or Loss and Other Comprehensive Income, the profit for the year amounted to ISK 4,018 million
(2023: ISK 3,438 million) and total comprehensive income for the year to ISK 6,422 million (2023: ISK 3,429 million).
The year was eventful at Festi. The Company’s operations during the year went well and better than planned. The
environment continued to be challenging whereby the impact of high global commodity prices led to lower profit margins,
especially in the fuel part of the operations. Due to frequent volcanic eruptions on the Reykjanes Peninsula during the
year, the number of tourists decreased in the first part of the year, but there was an increase in the second half, resulting
in a slight overall increase between years. It was pleasant that the number of visits and the volume sold increased in most
stores between years, because a good increase was achieved in the number of liters of fuel sold. Many efficiency projects
were undertaken during the year, which yielded good results in the reduction in operating costs, but the effects of high
inflation and the general wage increases negotiated in the labour market increased all operating costs. Prices are expected
to remain high in commodity markets amid the war in Ukraine and at the end of the Mediterranean Sea, but inflation is
expected to decrease as the year 2025 progresses. There were some signs of an economic slowdown in the second half
of the year, with lower sales in certain product categories, but expectations are that with lower inflation and a reduction in
key interest rates, this will improve during this year.
On 14 June 2024, Festi and the Competition Authority signed a settlement regarding the acquisition by Festi of all the
shares in Lyfja, which was the last condition in the purchase agreement which was signed on 13 July 2023. Lyfja became
part of the Company’s consolidated annual financial statements from July 2024 and further information about the
acquisition is included in Note 4.
The Company released on 7 February 2024 earnings forecast for the year 2024, where projected EBITDA was ISK 11,200
– 11,600 million. The Company increased its earnings forecast three times during the year but decreased it one, which
was at the end of November to ISK 12,200 – 12,500 million, when the Company announced the settlement with the
Competition Authority and acknowledged breaches relating to the merger of Festi and N1 during the year 2018. According
to the settlement, the Company agreed to pay a fine of ISK 750 million, which is further explained in Note 32. The actual
EBITDA for the year amounted to ISK 12,511 million, which is considerably better than the amount assumed in the first
earnings forecast for the year. Increased business in all subsidiaries explain the better EBITDA, especially in the
convenience goods and fuel part of the Group, where sales and gross margin increased significantly more than assumed
in the budgets. In addition, Lyfja’s profit was not included in the initial earnings forecast for the year.
Consolidated Annual Financial Statements of Festi hf. 2024
4
Amounts are in thousands of ISK
Endorsement and Statement by the Board of Directors and the
CEO, contd.:
The full-time equivalent number of employees was 1,533 and increased by 13.4% between years. The average number
of employees was 2,769 and the employee gender ratio (males/females) was 60/40. Management gender ratio
(males/females) was also 60/40.
The Group´s equity at year-end amounted to ISK 43,493 million (2023: ISK 35,842 million), including share capital in the
nominal value of ISK 311 million and the equity ratio at year-end was 37.9% (2023: 37.3%). Reference is made to the
Statement of Changes in Equity regarding changes in equity during the year. Festi has a strong liquidity position, with ISK
4,575 million in cash and cash equivalents available for use at year-end, and the Company is well prepared to address
the challenges ahead.
The Company's Board of Directors proposes that a dividend of ISK 4.5 per share of nominal value be paid during the year
2025 or approximately ISK 1,401 million.
The outlook for 2025 is promising. It is expected that all operating segments will improve their performance between years,
especially in the first half of the year. Efforts will continue to integrate Lyfja into the Group, to achieve increased synergy
with other operating segments as much as possible. There will be a continued strong emphasis on increased efficiency
and effectiveness throughout the Group's value chain. Festi plans to deliver better operating results in 2025, in the form
of operating profit before depreciation, amortisation and value changes (EBITDA), profit after taxes, and return on equity.
Shareholders
The Company´s shareholders at the end of the year were 1,219, compared to 1,191 at the beginning of the year, and thus
their number increased by 28 during the year. Following are the Company's 20 largest shareholders at year-end:
Share Change
Share capital capital from
in thousands of ISK in % 2023 in %
Lífeyrissjóður starfsmanna ríkisins, A- og B-deild........................................
40,103
12.9% -0.7%
Lífeyrissjóður verzlunarmanna......................................................................
38,957
12.5% 1.5%
Brú Lífeyrissjóður starfsmanna sveitarfélaga................................................
29,260
9.4% 0.4%
Gildi - lífeyrissjóður........................................................................................
28,498
9.2% -0.6%
Stapi lífeyrissjóður.........................................................................................
17,272
5.5% 0.9%
Almenni lífeyrissjóðurinn...............................................................................
14,676
4.7% -0.1%
Birta lífeyrissjóður..........................................................................................
13,659
4.4% -1.4%
Vanguard.......................................................................................................
10,698
3.4% 0.0%
Frjálsi lífeyrissjóðurinn...................................................................................
9,918
3.2% -0.1%
Söfnunarsjóður lífeyrisréttinda.......................................................................
9,480
3.0% -0.1%
Lífeyrissjóður starfsmanna Reykjavíkurborgar..............................................
8,621
2.8% 0.4%
Stefnir............................................................................................................
7,622
2.4% -2.3%
Festa - lífeyrissjóður......................................................................................
5,912
1.9% -0.5%
Lífsverk lífeyrissjóður.....................................................................................
5,523
1.8% 0.0%
Arion banki hf................................................................................................
5,344
1.7% 0.8%
Íslandssjóðir..................................................................................................
4,848
1.6% 1.0%
Landsbréf......................................................................................................
4,745
1.5% 1.2%
Íslandsbanki hf..............................................................................................
4,373
1.4% 1.2%
Kjálkanes ehf.................................................................................................
3,574
1.1% -0.5%
Vátryggingafélag Íslands hf...........................................................................
3,480
1.1% 1.1%
266,564
85.6% 2.0%
Other shareholders........................................................................................
44,690
14.4% 2.3%
311,254
100.0%
Consolidated Annual Financial Statements of Festi hf. 2024
5
Amounts are in thousands of ISK
Endorsement and Statement by the Board of Directors and the
CEO, contd.:
Share Capital and Articles of Association
The Company’s listed share capital amounted to ISK 312 million at the end of the year and it was increased by ISK 10
million during the year upon the acquisition of Lyfja. Outstanding at year-end 2024 were ISK 311 million shares (2023:
ISK 301 million) and the Company owned 246 thousand own shares at year-end. All share capital is in one class and all
shareholders enjoy the same rights. At the Company’s Annual General Meeting which was held on 6 March 2024 it was
agreed to authorise the Company to repurchase up to 10% of the nominal amount of outstanding shares in accordance
with Chapter VIII of the Act no. 2/1995 on Limited Liability Companies. The authorisation is valid for up to 18 months. By
approving this proposal, a similar authorisation was cancelled, which was approved at the Company’s Annual General
Meeting on 22 March 2023 (as per Note 23). An extension for this authorisation will be requested at the Company’s Annual
General Meeting next March.
At Festi’s Annual General Meeting, on 6 March 2024 two share option plans were approved, one for all permanent
employees of the Group and the other for the CEO and management. The Board of Directors decided to grant share
options according to the specified share option plans at meetings on 23 April and 30 October 2024, but previously, the
remuneration committee had made a proposal to the Board of Directors in this regard in accordance with the content of
the share option plans. This is further explained in Note 23.
Those who intend to run for election for the Board of Directors of the Company must notify so in writing to the Board of
Directors with at least ten-day notice before the beginning of the Annual General Meeting. The Company's Articles of
Association can only be amended with the approval of 2/3 of votes cast in a lawfully called shareholders' meeting, provided
that the intended amendment is thoroughly mentioned in the agenda for the meeting and what it consists of.
Non-Financial Information
Festi hf. is a public interest entity. According to the Icelandic Act on Annual Accounts, the Company shall provide
information necessary to assess its development, scope, status, and influence in relation to environmental, social and
personnel matters, its human rights policies, how it counteracts corruption and briberies in addition to a concise description
of its business model, and more. To report on the Company's sustainability status, the Company has issued for the past
years a report on non-financial metrics in accordance with Nasdaq’s ESG guidelines. This year, the Group’s report and
sustainability report will be published in accordance with ESRS (European Sustainability Reporting Standard) to gain
experience with it. The publication of the report and sustainability report is, among other things, to enable Festi to explain
its status for the Group on these matters, based on accepted methodology. The policies and results of the Company with
respect to these matters are described in the appendix to these annual financial statements on non-financial information.
There is also disclosed the Company’s information in accordance with the requirements of the EU Taxonomy.
Consolidated Annual Financial Statements of Festi hf. 2024
6
Amounts are in thousands of ISK
Endorsement and Statement by the Board of Directors and the
CEO, contd.:
Statement by the Board of Directors and the CEO
The Company's consolidated annual financial statements have been prepared in accordance with IFRS Accounting
Standards as adopted by the European Union and, as applicable, additional requirements of the Icelandic Act on Annual
Accounts.
According to the best of our knowledge, in our opinion the consolidated annual financial statements give a true and fair
view of the operating performance of the Group for the year 2024, its assets, liabilities and financial position as at 31
December 2024, and changes in cash and cash equivalents during the year 2024.
Furthermore, in our opinion the consolidated annual financial statements and the Endorsement and Statement of the
Board of Directors and the CEO give a true and fair view of the development and results of the Group´s operations, its
standing and describes the main risk factors and uncertainty that the Group faces.
The Board of Directors and the CEO of Festi hf. have today discussed the Company's consolidated annual financial
statements for the year 2024 and confirm them by means of their signatures. The Board of Directors and the CEO propose
that the Annual General Meeting of the Company approves the consolidated annual financial statements.
Kópavogur, 5 February 2025.
Board of Directors of Festi hf.
Guðjón Karl Reynisson, Chairman
Sigurlína Ingvarsdóttir, Vice-Chairman
Guðjón Auðunsson
Hjörleifur Pálsson
Margrét Guðmundsdóttir
CEO
Ásta S. Fjeldsted
Consolidated Annual Financial Statements of Festi hf. 2024
7
Amounts are in thousands of ISK
INDEPENDENT AUDITORS’ REPORT
To the Board of Directors and Shareholders of Festi hf.
Opinion
We have audited the Consolidated Financial Statements of Festi hf. for the year ended December 31, 2024 which
comprise the statement of comprehensive income, the consolidated statement of financial position, the consolidated
statement of changes in equity, the consolidated statement of cash flows for the year then ended and the notes to the
consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying Consolidated Financial Statements give a true and fair view of the consolidated financial
position of Festi hf. as at December 31, 2024, and its consolidated financial performance and its consolidated cash flows
for the year then ended in accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU
and additional requirements in the Icelandic Financial Statement Act.
Our opinion in this report on the consolidated financial statements is consistent with the content of the additional report
that has been submitted to the parent company´s audit committee in accordance with the EU Audit Regulation 537/2014
Article 11.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the consolidated Financial Statements
section of our report.
We are independent of Festi hf. in accordance with the International Ethics Standards Board for Accountants’ Code of
Ethics for Professional Accountants (IESBA Code) together with the ethical requirements that are relevant to our audit of
the financial statements in Iceland, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the IESBA Code.
Based on the best of our knowledge and belief, no prohibited services referred to in the EU Audit Regulation 537/2014
Article 5.1 has been provided to the audited company or, where applicable, its parent company or its controlled companies
within the EU.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
Consolidated Financial Statements of the current period. These matters were addressed in the context of our audit of the
Consolidated Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Key Audit Matters How the matter was addressed in our audit
Impairment of goodwill and trademarks
Goodwill amounts to ISK 18.4 billion and the trademarks
amount to ISK 5.6 billion.
The value of goodwill and trademarks depend on key
assumptions applied by the management on estimated
future cash flow of cash-generating units, and other
assumptions applied in the discounting rate used in the
valuation of the estimated cash flow. The value of other
goodwill depends on management’s assumptions on fair
value.
Goodwill and trademarks are significant items in the
consolidated balance sheet and depend on
management’s estimation and judgements. Due to the
importance of the valuation and its magnitude, we
consider goodwill and trademarks as key audit matter.
No impairment loss has been recognized for intangible
assets. The trademark is amortized over 10-20 years.
Further information about goodwill and trademarks can be
found in notes 13 and 14 in the Consolidated Financial
Statement.
In our audit of the valuation of goodwill and trademarks,
we and our valuation experts have examined the
company’s management impairment test. We examined
the methodology used in the impairment test and its
consistency with prior year. In our audit of the impairment
test, we performed the following work:
• Assessed the company’s valuation model and its
reliability.
• Assessed the assumptions in the management’s budget
that are used in calculations in the impairment test and
whether they are appropriate.
• Reviewed of assumptions for expected future growth
after the forecast period.
• Reviewed of variances from previous years budget.
• Assessed the discount rate for each unit.
• We reviewed whether the methodology used in the
impairment test was in accordance with International
Financial Reporting Standards (IFRSs) and assessed the
adequacy of the disclosures for goodwill and trademarks.
Consolidated Annual Financial Statements of Festi hf. 2024
8
Amounts are in thousands of ISK
INDEPENDENT AUDITORS’ REPORT, contd.:
Key Audit Matters How the matter was addressed in our audit
Valuation of real estate
Real estate of the Group amounts to ISK 36.8 billion and
are classified on the balance sheet among property &
equipment and investment properties.
The investment properties that are part of Yrkir eignir ehf.,
subsidiary of Festi hf., are those that are leased to third
parties. Investment properties are recognized at fair value
through profit or loss. The Group’s real estates, those not
classified as investment properties, are carried at
revalued amount.
Revaluation is performed on a regular basis, when
management assesses that its fair value has changed
significantly. The estimation of the value is based on
expected cash flow. The assets were revaluated at year-
end 2024.
Revaluation of the Company’s real estate is dependent
on the management’s assessment of the assumptions in
the expected future cash flow and other assumptions
used in discounting the estimated future cash flow. As the
real estate are significant item in the company’s balance
sheet and its valuation is based on management
estimation, we consider real estate as key audit matter.
Further information regarding real estate, we refer to note
15 and 17 in the Consolidated Financial Statements.
In our audit of the real estate valuation, we, and our
valuation experts have examined the management
valuation. We examined the methodology used in the
valuation and its consistency with prior year. In our audit
of the valuation, we performed the following work:
• Assessed the company’s calculation model and its
reliability.
• Assessed the assumptions used in management’s
budget that are used in the calculations of the valuation
and whether they are appropriate.
• Assessed the assumptions and calculation of the
discount rate (WACC) and compared it to market
conditions.
• We assessed the company’s policies and processes
concerning revaluation.
• We have examined the valuation methodology was in
accordance with IFRS.
• We assessed whether the notes include all necessary
information in accordance with accounting policies.
Other information
Management is responsible for the other information. The other information consists of the Endorsement and statement
by the board of directors and the CEO, non-financial reporting, quarterly statements and corporate governance statement,
which an appendix to the Consolidated Financial Statement.
Our opinion on the Consolidated Financial Statements does not cover the other information and we do not express any
form of assurance conclusion thereon, except the confirmation regarding the Endorsement and statement by the board of
directors and the CEO as stated below.
In connection with our audit of the Consolidated Financial Statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work
we have performed, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.
In accordance with Paragraph 2 article 104 of the Icelandic Financial Statement Act no. 3/2006, we confirm to the best of
our knowledge that the accompanying report of the board of directors includes all information required by the Icelandic
Financial Statement Act that is not disclosed elsewhere in the Consolidated Financial Statements.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the Consolidated Financial Statements in
accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU and additional requirements
in the Icelandic Financial Statement Act, and for such internal control as management determines is necessary to enable
the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or
error.
Consolidated Annual Financial Statements of Festi hf. 2024
9
Amounts are in thousands of ISK
INDEPENDENT AUDITORS’ REPORT, contd.:
In preparing the Consolidated Financial Statements, management is responsible for assessing Festi hf.’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless management either intends to liquidate the company or to cease operations, or has no realistic
alternative but to do so.
Those charged with governance are responsible for overseeing the Festi hf.’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the Consolidated 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 Festi hf.'s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant
doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report to the related disclosures in the Consolidated 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 Company to cease to continue as a
going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the
disclosures, and whether the Consolidated Financial Statements represent the underlying transactions and events in a
manner that achieves fair presentation.
• 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 and separate 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.
In addition to our work as the auditors of Festi hf., Deloitte has provided the firm with permitted additional services such
as consultation on accounting matters, other assurance engagements, consultation on finance matters.
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.
Consolidated Annual Financial Statements of Festi hf. 2024
10
Amounts are in thousands of ISK
INDEPENDENT AUDITORS’ REPORT, contd.:
Report on other legal and regulatory requirements
Report on European single electronic format (ESEF Regulation)
As part of our audit of the consolidated financial statements of Festi hf. we performed procedures to be able to issue an
opinion on whether the consolidated financial statements of Festi hf. for the year 2024 with the file name
"5493005OLOCYXGTC7E83-2024-12-31-0-en.zip" is prepared, in all material respects, in compliance with laws no.
20/2021 disclosure obligation of issuers of securities and the obligation to flag relating torequirements regarding European
single electronic format regulation EU 2019/815 which include requirements related to the preparation of the consolidated
financial statements in XHTML format and iXBRL markup.
Management is responsible for preparing the consolidated financial statements in compliance with laws no. 20/2021
disclosure obligation of issuers of securities and the obligation to flag. This responsibility includes preparing the
consolidated financial statements in a XHTML format in accordance to EU regulation 2019/815 on the European single
electronic format (ESEF regulation).
Our responsibility is to obtain reasonable assurance, based on evidence that we have obtained, on whether the
consolidated financial statements is prepared in all material respects, in compliance with the ESEF Regulation, and to
issue a report that includes our opinion. The nature, timing and extent of procedures selected depend on the auditor's
judgement, including the assessment of the risks of material departures from the requirement set out in the ESEF
regulation, whether due to fraud or error.
In our opinion, the consolidated financial statements of Festi hf. for the 2024 with the file name
"5493005OLOCYXGTC7E83-2024-12-31-0-en.zip" is prepared, in all material respects, in compliance with the ESEF
Regulation.
Deloitte was appointed auditor of Festi hf. by the general meeting of shareholders on 6. March 2024. Deloitte have been
elected since the annual general meeting 2019.
Kópavogur, 5 February 2025
Deloitte ehf.
Þorsteinn Pétur Guðjónsson Pétur Hansson
State Authorized Public Accountant State Authorized Public Accountant
Consolidated Annual Financial Statements of Festi hf. 2024
11
Amounts are in thousands of ISK
Statement of Profit or Loss and Other Comprehensive Income
for the year 2024
The notes on pages 15 to 48 are an integral part of these annual financial statements
Notes 2024 2023
6
7
6
8
9
11
17
12
12
12
18
27
Items that are or may be reclassified subsequently to profit or loss:
Effective portion of changes in fair value of cash flow hedges,
Items that will not be reclassified to profit or loss:
24
24
Revaluation of properties, net of income tax ........................................
Total other comprehensive income .................................................
.
Total comprehensive income for the year ........................................
.
Basic earnings per share in ISK ...........................................................
Diluted earnings per share in ISK ........................................................
Profit for the year ................................................................................
.
Other comprehensive income
associate ............................................................................................
net of income tax ................................................................................
Translation difference arising from operations of a foreign
Income tax ............................................................................................
Other operating expenses ..................................................................
Operating profit before depreciation, amortisation
and amortisation of intangible assets .............................................
Changes in value of investment property .............................................
Operating profit before finance items (EBIT)
...................................
.
Finance income ..................................................................................
Finance costs .....................................................................................
Foreign currency differences .............................................................
Share of profit of associates ..............................................................
Profit before income tax (EBT) ..........................................................
.
and changes in value (EBITDA) ....................................................
Depreciation of property and equipment and leased assets
Salaries and other personnel expenses .............................................
Sale of goods and services .................................................................
Cost of goods sold ..............................................................................
Gross profit from sale of goods and services
..................................
Other operating income ......................................................................
Consolidated Annual Financial Statements of Festi hf. 2024
12
Amounts are in thousands of ISK
Statement of Financial Position as at 31 December 2024
The notes on pages 15 to 48 are an integral part of these annual financial statements
Notes 2024 2023
Assets
13
14
15
16
17
18
19
Non-current assets 88,292,729 72,404,641
20
29
21
22
Current assets 26,541,911 23,627,473
Total assets
Equity
Equity
23
Liabilities
25
26
27
Non-current liabilities 47,105,188 40,659,254
25
26
28
Current liabilities 24,236,255 19,530,505
Total liabilities 71,341,443 60,189,759
Total equity and liabilities
Retained earnings ...............................................................................
Lease liabilities ....................................................................................
Other short-term receivables ...............................................................
Goodwill ...............................................................................................
Leased assets .....................................................................................
Investment properties ..........................................................................
Property and equipment ......................................................................
Other short-term liabilities ...................................................................
Lease liabilities ....................................................................................
Trade payables ....................................................................................
Other intangible assets .......................................................................
Shares in other companies .................................................................
Trade receivables ................................................................................
Inventories ...........................................................................................
Long-term receivables .........................................................................
Shares in associates ...........................................................................
Loans from credit institutions ..............................................................
Loans from credit institutions ..............................................................
Cash and cash equivalents .................................................................
Other restricted equity .........................................................................
Deferred tax liability .............................................................................
Share capital .......................................................................................
Share premium ....................................................................................
Consolidated Annual Financial Statements of Festi hf. 2024
13
Amounts are in thousands of ISK
Statement of Changes in Equity for the year 2024
The notes on pages 15 to 48 are an integral part of these annual financial statements
Unrealised
profit of Other
Share Share Statutory Revaluation subsidiaries restricted Retained Total
capital premium reserve reserve
a
nd associates accounts earnings equity
Year 2023
Equity 1.1.2023 ...........................................................
Profit for the year ........................................................
Total other comprehensive income .............................
Restricted due to subsidiaries and associates ...........
Dissolution of revaluation of an associate .................
Dissolution of revaluation of property and equipment .
Transactions with shareholders:
Purchased own shares ..............................................
Transferred from statutory reserve ............................
Dividend paid to shareholders (ISK 3 per share) ........
Equity 31.12.2023 .......................................................
Total other restricted equity .......................................
Year 2024
Equity 1.1.2024 ...........................................................
Profit for the year ........................................................
Total other comprehensive income .............................
Restricted due to subsidiaries and associates ...........
Dissolution of revaluation of an associate .................
Dissolution of revaluation of property and equipment .
Transactions with shareholders:
Sold new shares .........................................................
Share options ..............................................................
Transferred to statutory reserve ..................................
Dividend paid to shareholders (ISK 3 per share) ........
Equity 31.12.2024 .......................................................
Total other restricted equity .......................................
Other restricted equity
Consolidated Annual Financial Statements of Festi hf. 2024
14
Amounts are in thousands of ISK
Statement of Cash Flows for the year 2024
The notes on pages 14 to 48 are an integral part of these annual financial statements
Notes 2024 2023
Cash flows from operating activities
Operating profit before depreciation, amortisation and changes
Operating items not affecting cash flows:
Changes in operating assets and liabilities:
Cash flows from investing activities
4
14
15
17
18
18
Cash flows from financing activities
25
25
26
Foreign currency difference on cash and cash equivalents ...................
.
Investing and financing activities not affecting cash flows
4 2,040,000 0
4 2,040,000)( 0
2,279,719)( 0
2,279,719 0
16 1,619,626)( 1,067,666)(
26 1,619,626 1,067,666
Purchased own shares ................................................................................
Repayment of long-term loans from credit institutions .................................
Cash and cash equivalents at the beginning of the year .........................
Cash and cash equivalents at the end of the year ....................................
Increase in cash and cash equivalents .....................................................
.
Repayment of long-term loans from credit institutions .................................
Issued new share capital .............................................................................
Interest paid .............................................................................................
Long-term receivables, change ...................................................................
Purchase of investment properties ..............................................................
Purchase of shares in companies .................................................................
New lease agreements and their remeasurement ........................................
New lease liabilities and their remeasurement .............................................
Sale of shares in other companies ...............................................................
Repayment of lease liabilities .......................................................................
Purchase of shares in other companies .......................................................
Changes in operating assets and liabilities
in value (EBITDA) .....................................................................................
Trade and other short-term receivables, increase ....................................
Inventories, decrease (increase) ...............................................................
Trade and other short-term liabilities, (decrease) increase .......................
Gain on sale of shares in companies ........................................................
Gain on sale of property and equipment ...................................................
Interest received .......................................................................................
Income tax paid ........................................................................................
New long-term loans from credit institutions .................................................
Net cash from operating activities
Purchased intangible assets ........................................................................
Purchased property and equipment .............................................................
New long-term loans from credit institutions .................................................
Net cash used in financing activities
Dividend paid ................................................................................................
Dividend received ........................................................................................
Net cash used in investing activities
Sold property and equipment .......................................................................
Acquisition of subsidiary, net of cash acquired ............................................
Consolidated Annual Financial Statements of Festi hf. 2024
15
Amounts are in thousands of ISK
Notes
at Dalvegur 10-14, Kópavogur, Iceland The main business activities of the Group consist of sale of fuel, goods and service
These consolidated annual financial statements consist of the annual financial statements of the Company and its
subsidiaries. Further information about individual companies within the Group and their business activities is disclosed in
Note 3.
Consolidated Annual Financial Statements of Festi hf. 2024
16
Amounts are in thousands of ISK
Notes, contd.:
2. Basis of preparation, contd.:
Investment property
Consolidated Annual Financial Statements of Festi hf. 2024
17
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
18
Amounts are in thousands of ISK
Notes, contd.:
3. Group entities, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
19
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
20
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
21
Amounts are in thousands of ISK
Notes, contd.:
5. Operating segments, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
22
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
23
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
24
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
25
Amounts are in thousands of ISK
Notes, contd.:
13. Goodwill, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
26
Amounts are in thousands of ISK
Notes, contd.:
14. Other intangible assets, contd.:
Software Total
Consolidated Annual Financial Statements of Festi hf. 2024
27
Amounts are in thousands of ISK
Notes, contd.:
15. Property and equipment, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
28
Amounts are in thousands of ISK
Notes, contd.:
15. Property and equipment, contd.:
Increase Decrease
1,296,555 1,296,555)(
3,170,466)( 4,245,127
Other
Properties property and
and land equipment Total
Cost or assessed value
30,950,749 13,134,212
44,084,961
1,099,251 2,362,903 3,462,154
398,032)( 674,980)( 1,073,012)(
31,651,968 14,822,135 46,474,103
3,046,691 0 3,046,691
442,609 3,300,764 3,743,373
780,232 741,426 1,521,658
419,501)( 526,257)( 945,758)(
35,501,999 18,338,068 53,840,067
Depreciation
4,678,958 4,590,853 9,269,811
668,444 1,670,224 2,338,668
158,836)( 754,278)( 913,114)(
5,188,566 5,506,799 10,695,365
663,044 2,069,705 2,732,749
109,091)( 696,452)( 805,543)(
5,742,519 6,880,052 12,622,571
Sold and disposed of during the year ...............................................
Accumulated depreciation 31.12.2024 .............................................
Depreciation for the year ..................................................................
Cost or assessed value 31.12.2023 .................................................
Revaluation during the year ..............................................................
Taken over on acquisition of subsidiary ...........................................
Additions during the year ..................................................................
Sold and disposed of during the year ...............................................
Cost or assessed value 31.12.2024 .................................................
Accumulated depreciation 1.1.2023 .................................................
Depreciation for the year ..................................................................
Sold and disposed of during the year ...............................................
Accumulated depreciation 31.12.2023 .............................................
Sold and disposed of during the year ...............................................
Sensitivity analysis of fair value measurement at year-end 2024:
Increase / (decrease) of EBITDA from operations of properties by 5% .......................
(Increase) / decrease of return on equity and interest rates by 1.0%-point .................
Property and equipment are specified as follows:
Cost or assessed value 1.1.2023 .....................................................
Additions during the year ..................................................................
Consolidated Annual Financial Statements of Festi hf. 2024
29
Amounts are in thousands of ISK
Notes, contd.:
15. Property and equipment, contd.:
The Company’s properties are pledged for debt which amounted to ISK 32,567 million at year-end 2024. Furthermore,
there is an amount of ISK 2,987 million in VAT encumbrance on the Group's properties. This encumbrance is not
recognised as a liability in the Statement of Financial Position since it will only become payable if the properties would be
used in operations which are exempt of VAT or if they are sold without the buyer taking over the encumbrance.
Other
Properties property and
and land equipment Total
26,463,402 9,315,336 35,778,736
29,759,480 11,458,016 41,217,494
20,420,674 8,543,359 28,964,033
20,908,895 9,315,336 30,224,231
21,351,725 11,458,016 32,809,741
0 - 2% 5 - 33%
Carrying amount 31.12.2023 ............................................................
Carrying amount 31.12.2024 ............................................................
Carrying amount 1.1.2023 ................................................................
Carrying amount 31.12.2023 ............................................................
Carrying amount 31.12.2024 ............................................................
Depreciation rates ...........................................................................
Carrying amount excluding revaluation
Carrying amount
2024 2023
38,009,550 34,990,120
12,859,958 10,156,525
Insurance value of machinery and equipment, cabinetry and vehicles ........................
Insurance and official property value of property and equipment at year-end:
Insurance value of real estate ......................................................................................
Consolidated Annual Financial Statements of Festi hf. 2024
30
Amounts are in thousands of ISK
Notes, contd.:
16. Lease contracts, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
31
Amounts are in thousands of ISK
Notes, contd.:
16. Lease contracts, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
32
Amounts are in thousands of ISK
Notes, contd.:
17. Investment properties, contd.:
(,144,804
Consolidated Annual Financial Statements of Festi hf. 2024
33
Amounts are in thousands of ISK
Notes, contd.:
18. Associates, contd.:
It was announced on 1 December 2023 that Festi hf. and Olís ehf. have jointly initiated an assessment of the strategy and
future possibilities with respect to their ownership in Olíudreifing ehf., EAK ehf. and EBK ehf. This entails the evaluation
of the possibility of a changed ownership, as applicable in cooperation with other shareholders of the companies, with the
aim to maximise shareholder value, simplify ownership and at the same time ensure a favourable future development of
their infrastructure. It was decided to initiate the formal sales process of the shares of the companies in Olíudreifing. After
the deadline for submitting non-binding offers had passed, it was announced on 3 December 2024, that three parties had
been invited to continue in the sales process. The results of whether the sale of the shares will proceed are expected to
be available by mid-2025. It is expected that the conclusions as to whether the sale of shares will occur will be available
by mid-year 2025.
Consolidated Annual Financial Statements of Festi hf. 2024
34
Amounts are in thousands of ISK
Notes, contd.:
18. Associates, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
35
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
36
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
37
Amounts are in thousands of ISK
Notes, contd.:
23. Equity and capital management, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
38
Amounts are in thousands of ISK
Notes, contd.:
31
Consolidated Annual Financial Statements of Festi hf. 2024
39
Amounts are in thousands of ISK
Notes, contd.:
25. Loans from credit institutions, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
40
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
41
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
42
Amounts are in thousands of ISK
Notes, contd.:
29. Risk management, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
43
Amounts are in thousands of ISK
Notes, contd.:
29. Risk management, contd.:
Operating risk
Operating risk is the risk of direct or indirect loss due to various factors in the Group's operations. Among the risk factors
are employees’ work, technology and methods applied.
In order to reduce operating risk, among other things, there has been established an appropriate segregation of duties
and transactions on charge accounts and compliance with laws are monitored. Furthermore, effective training activities
are performed with the objective of giving the necessary training to all employees relating to their work for the Company.
Effective work procedures and rules on back-up of IT systems have been implemented. Furthermore, effective operating
budgets and monthly statements are prepared and deviations from approved budgets are analysed.
Consolidated Annual Financial Statements of Festi hf. 2024
44
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
45
Amounts are in thousands of ISK
Notes, contd.:
30. Financial instruments and fair value, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
46
Amounts are in thousands of ISK
Notes, contd.:
31. Related parties, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
47
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
48
Amounts are in thousands of ISK
Notes, contd.:
Consolidated Annual Financial Statements of Festi hf. 2024
49
Amounts are in thousands of ISK
Quarterly Statement – unaudited
The Group´s operations for the year 2024 are specified by quarters as follows:
2024
Q1 Q2 Q3 Q4 Total
32,223,073 36,037,111 44,256,657 41,945,805 154,462,646
25,190,249)( 27,444,240)( 33,427,482)( 31,678,848)( 117,740,819)(
7,032,824 8,592,871 10,829,175 10,266,957 36,721,827
508,027 526,692 587,936 621,891 2,244,546
3,946,862)( 4,410,429)( 4,826,266)( 5,201,573)( 18,385,130)(
1,696,180)( 1,793,678)( 1,850,197)( 2,730,627)( 8,070,682)(
5,135,015)( 5,677,415)( 6,088,527)( 7,310,309)( 24,211,266)(
Operating profit before depreciation, amortisation
1,897,809 2,915,456 4,740,648 2,956,648 12,510,561
1,037,639)( 1,125,152)( 1,320,726)( 1,606,290)( 5,089,807)(
113,825 142,112 8,584 37,770 302,291
973,995 1,932,416 3,428,506 1,388,128 7,723,045
84,458 74,042 109,054 215,440
482,994
939,896)( 962,461)( 1,006,057)( 860,023)(
3,768,437)(
24,685 8,502)( 36,031)( 85,585
65,737
87,152 133,548 250,197 137,290
608,187
743,601)( 763,373)( 682,837)( 421,708)( 2,611,519)(
230,394 1,169,043 2,745,669 966,420 5,111,526
28,638)( 216,229)( 513,679)( 334,745)( 1,093,291)(
201,756 952,814 2,231,990 631,675 4,018,235
subsequently to profit or loss:
3,482)( 5,555)( 10,340 43,377)( 42,074)(
3,319 5,105)( 12,573 2,404)( 8,383
Items that will not be reclassified to profit or loss:
0 0 0 2,437,353 2,437,353
163)( 10,660)( 22,913 2,391,572 2,403,662
201,593 942,154 2,254,903 3,023,247 6,421,897
0.67 3.16 7.30 2.00 13.13
0.67 3.16 7.28 1.94 13.05
Profit for the period ........................................
Revaluation of properties, net of income tax ...
Other comprehensive income
Total other comprehensive income .............
Changes in value of investment properties .....
Operating profit (EBIT) ...................................
Translation difference arising from the
Finance income ...............................................
Finance costs ..................................................
Share of profit of associates ............................
Sale of goods and services ............................
Cost of goods sold ..........................................
Gross profit from sale of goods and serv. ...
Other operating income ...................................
Salaries and other personnel expenses .........
Foreign currency differences ...........................
Other operating expenses .............................
and changes in value (EBITDA) .................
.
Depreciation and amortisation .........................
Profit before income tax (EBT)
......................
Income tax .......................................................
Effective portion of changes in fair value of
Items that are or may be reclassified
for the period ...............................................
Basic earnings per share in ISK ......................
operations of a foreign associate .................
Total comprehensive income
cash flow hedges, net of income tax ............
Diluted earnings per share in ISK ....................
Consolidated Annual Financial Statements of Festi hf. 2024
50
Amounts are in thousands of ISK
Quarterly Statement – unaudited, contd.:
The Group´s operations for the year 2023 are specified by quarters as follows:
2023
Q1 Q2 Q3 Q4 Total
29,483,531 34,199,250 37,333,780 35,234,640 136,251,201
23,256,243)( 26,442,925)( 28,759,114)( 27,125,954)( 105,584,236)(
6,227,288 7,756,325 8,574,666 8,108,686 30,666,965
496,934 517,711 534,774 639,420 2,188,839
3,672,552)( 4,137,590)( 3,676,304)( 3,953,846)( 15,440,292)(
1,650,753)( 1,574,932)( 1,528,514)( 1,645,829)( 6,400,028)(
4,826,371)( 5,194,811)( 4,670,044)( 4,960,255)( 19,651,481)(
Operating profit before depreciation, amortisation
1,400,917 2,561,514 3,904,622 3,148,431 11,015,484
943,764)( 945,090)( 990,573)( 1,222,264)( 4,101,691)(
15,546 86,131 89,030)( 126,246 138,893
472,699 1,702,555 2,825,019 2,052,413 7,052,686
27,255 42,053 86,251 88,458 244,017
817,897)( 893,273)( 901,923)( 931,398)( 3,544,491)(
23,989 4,288 52,680)( 9,893)( 34,296)(
122,064 49,771 258,568 12,278)( 418,125
644,589)( 797,161)( 609,784)( 865,111)( 2,916,645)(
171,890)( 905,394 2,215,235 1,187,302 4,136,041
80,825 167,351)( 399,140)( 212,181)( 697,847)(
91,065)( 738,043 1,816,095 975,121 3,438,194
subsequently to profit or loss:
17,887)( 1,769 63,406)( 73,060 6,464)(
30 2,903)( 20,797)( 20,593 3,077)(
17,857)( 1,134)( 84,203)( 93,653 9,541)(
108,922)( 736,909 1,731,892 1,068,774 3,428,653
0.30)( 2.43 5.96 3.22 11.31
Sale of goods and services ............................
Cost of goods sold ..........................................
Salaries and other personnel expenses .........
Other operating income ...................................
Gross profit from sale of goods and serv. ...
Other operating expenses .............................
Depreciation and amortisation .........................
Translation difference arising from the
(Loss) profit before income tax (EBT)
..........
Income tax .......................................................
Other comprehensive income
and changes in value (EBITDA) .................
.
Operating profit (EBIT) ...................................
Finance costs ..................................................
Finance income ...............................................
Changes in value of investment properties .....
Basic and diluted earnings per share in ISK ...
Foreign currency differences ...........................
Share of profit of associates ............................
Items that are or may be reclassified
Total other comprehensive income .............
for the period ...............................................
(Loss) profit for the period ............................
.
operations of a foreign associate .................
cash flow hedges, net of income tax ............
Total comprehensive income
Effective portion of changes in fair value of
Consolidated Annual Financial Statements of Festi hf. 2024
51
Amounts are in thousands of ISK
Statement of Corporate Governance
Board of Directors and Corporate Governance
Festi (“Festi” or “the Company”) complies with the Guidelines on Corporate Governance, revised edition from 1 July 2021,
issued by the Icelandic Chamber of Commerce, Nasdaq Iceland and the Confederation of Icelandic Employers. The
Guidelines are available on www.leidbeiningar.is
The corporate governance of Festi is laid down in the rules of procedure of the Board of Directors, the Company‘s Articles
of Association and the Act on Public Limited Companies No. 2/1995. The rules of procedure of the Board of Directors
were most recently reviewed at a Board meeting on 6 March 2024. The rules are based on provisions in Article 70,
paragraph 5 in the Act on Public Limited Companies No. 2/1995 and Article 18, paragraph 4 of the Company‘s Articles of
Association. The Company‘s Articles of Association describe the Company’s objective, its share capital, shareholders
meetings, Board of Directors, CEO, accounting and audit. The current remuneration policy for Festi was approved by the
Annual General Meeting on 6 March 2024. The policy applies to the terms of employment for the members of the Board
of Directors, the CEO and the senior management of the Company.
The Company’s rules of procedure for the Board of Directors, Articles of Association and information regarding the
remuneration policy are accessible on the Company’s website, www.festi.is/cc/stjornarhættir. The Company’s highest
authority is with its shareholders. The Annual General Meeting of shareholders shall be held no later than by the end of
August each year. The Board of Directors has the highest authority in the Company’s affairs between shareholders
meetings and is ultimately responsible for its operations. The Board of Directors executes an appraisal of its performance
annually. Communication between the Board and shareholders takes place at shareholders meetings. Members of the
Board are independent in their work and do not accept instructions from shareholders in the Company or other
stakeholders. Members of the Board must also observe confidentiality in performing their duties and are not allowed to
provide information to shareholders concerning the Company’s finances or operations unless it is presented by the Board
of Directors.
According to the Articles of Association of Festi, the Board of Directors of the Company shall consist of five Board members
appointed annually at the Annual General Meeting. According to the conclusion of the Annual General Meeting from 6
March 2024, the Board of Directors consists of: Guðjón Reynisson, Guðjón Auðunsson, Hjörleifur Pálsson, Margrét
Guðmundsdóttir and Sigurlína V Ingvarsdóttir. The Board of Directors now consists of three men and two women.
Therefore, the Company complies with the provisions of the Act on Public Limited Companies on gender ratios. Members
of the Board have diverse education and extensive business experience.
The Annual General Meeting will be held on 5 March 2025. Those who intend to candidate at the election of the Board of
Directors of the Company must notify so in writing to the Board of Directors with at least 10 days’ notice before the
beginning of the Annual General Meeting. The Company's Articles of Association can only be amended with the approval
of 2/3 of votes cast in a lawfully called shareholders' meeting, provided that the intended amendment is thoroughly
mentioned in the agenda to the meeting as well as what it consists of.
The Board of Directors has laid down rules of procedure for the Board which are reviewed on an annual basis. In the rules
of procedure, the competences of the Board and its purview with respect to the CEO are defined. The rules contain,
among other things, provisions on the appointment of Board members, communication with shareholders, calling of
meetings and quorum, minutes of meetings and their content, rules on Board members' obligation of confidentiality and
secrecy and rules on eligibility of Board members to participate in decision making. The Board elects a Chairman and a
Vice-Chairman for the Board in addition to appointing members of sub-committees. Board meetings shall be called as
often as necessary but in general no less than eight times per year. Board meetings are held at the headquarters of Festi
hf. at Dalvegur 10-14, 201 Kópavogur. The Chairman of the Board directs the meetings. The CEO attends Board meetings
and may at the meetings discuss matters and present motions, unless otherwise decided by the Board in specific matters.
The Company's Board of Directors determines among other things the CEO's terms of employment and meets regularly
with the Company's auditors. The Board of Directors has appointed an Audit Committee and a Remuneration Committee.
The Nomination Committee of the Company operates according to a mandate granted by the Annual General Meeting.
All members of the Board of Directors have provided personal information in order to enable an evaluation of their
qualification for membership on the Board. The information includes board membership in other companies, shareholding
in the Company, whether directly or indirectly through related parties, and possible conflict of interest. All Board members
are independent of both the Company and the large shareholders but, according to The Guidelines of Corporate
Governance issued 1 July 2021.
Consolidated Annual Financial Statements of Festi hf. 2024
52
Amounts are in thousands of ISK
Statement of Corporate Governance, contd.:
Remuneration committee
The Board of Directors has appointed a Remuneration Committee. The role of the Remuneration Committee is to provide
guidance to the Board of Directors regarding employment terms for Board members and Company's management and
advise on the Company's remuneration policy, which shall be reviewed every year and presented to the Company's
Annual General Meeting. Furthermore, the Committee shall monitor that employment terms of senior management is
within the framework of the Company's remuneration policy and report thereon to the Board of Directors on an annual
basis in relation to the Annual General Meeting. The Board of Directors shall appoint three members to the Remuneration
Committee and they shall all be independent from the Company. Neither the CEO nor other employees may be a member
of the Remuneration Committee. Committee members should preferably have experience and knowledge of the criteria
and customs that relate to the determination of the employment terms of managers. The employment terms of the
members of the Committee shall be decided at the Annual General Meeting. The rules of procedure of the Board of
Directors shall stipulate the tasks of the Committee. The Committee consists of Hjörleifur Pálsson - Chairman of the
Committee, Guðjón Karl Reynisson and Margrét Guðmundsdóttir.
Audit committee
The Board of Directors of Festi hf. has appointed an Audit Committee in accordance with provisions of the Icelandic
Financial Statements Act. The Committee must consist of at least three members and the majority of the members shall
be independent from Festi and its day-to-day managers. The Committee shall be appointed no less than a month following
the Annual General Meeting. Committee members must have qualifications and experience in accordance with the
activities of the Committee, and at least one member must have sufficient expertise in the field of accounting or auditing.
Employment terms of committee members shall be decided at the Annual General Meeting. The Committee shall monitor
the audit of the Company’s financial statements and evaluate the performance of the auditor to ensure further safety and
quality of work methods during the audit. The Chairman of the Committee calls for meetings at his own initiative or upon
request from other members of the Committee but no less than four times a year. The Committee consists of Guðjón
Auðunsson, member of Board, Sigurlína Ingvarsdóttir, member of the Board, and Björgólfur Jóhannsson, Chairman of the
Committee.
The Audit Committee´s tasks are as follows:
•
To monitor the financial reporting process.
•
To monitor the structure and effectiveness of Festi´s internal control, risk management and other control
procedures.
•
To monitor the external audit of Festi´s financial statements.
•
To make recommendation to the Board of Directors regarding the selection of auditors or audit firm.
•
To evaluate the independence of external auditors or the audit firm and monitor other tasks performed by them.
During the year 2024, the Board of Directors held 18 meetings, the Audit Committee 8 meetings and the Remuneration
Committee 6 meetings. The majority of members of the Board of Directors, the Audit Committee, the Remuneration
Committee attended all meetings. The Audit Committee calls meetings with the Company's auditors on a regular basis
and auditors attend Board meetings when reviewed or audited financial statements are discussed.
Investment Committee
The Board of Director appointed an Investment Committee which operates under the responsibility and mandate of the
Board, which sets its working procedures. According to the rules of procedure, the Board shall appoint two Board Members
to the Investment Committee, and they shall be independent of the Company. Members of the Committee shall be
appointed for one year at a time and no later than at the second Board Meeting after the Shareholders' Meeting where
Board elections are on the agenda. The remuneration of Committee Members shall be decided at the Annual General
Meeting. The Investment Committee is composed of following Board Members; Guðjón Karl Reynisson, Chairman of the
Committee, and Hjörleifur Pálsson.
Consolidated Annual Financial Statements of Festi hf. 2024
53
Amounts are in thousands of ISK
Statement of Corporate Governance, contd.:
The purpose of the Investment Committee is to support the Board and make its work more efficient by focusing more
closely and in a smaller group on the investment and sale of companies and on larger investment or sales opportunities.
The main roles of the Investment Committee are as follows according to approved working procedures:
•
To handle initial assessment of company investment opportunities and prepare discussions on such matters in
Board Meetings.
•
To prepare Board discussions on larger investment opportunities or opportunities for the sale of assets if they
are considered to fall outside the previously approved investment plan.
•
To monitor that the Group's investments are generally in accordance with the strategy of the Board and approved
investment plans.
•
Other tasks that the Board requests and fall within the scope of the Committee’s intended work.
Nomination committee
The Nomination committee bases its work on the Company’s Articles of Association and rules of procedure in accordance
with resolution of the Annual General Meeting. The Committee consists of three members appointed for one year at a
time. In accordance with rules of procedures in effect at the time, two members are elected at the Company´s Annual
General Meeting on 6 March 2024, but the third one was appointed by the Board of Directors directly after the Annual
General Meeting. According to rules of procedures, all members of the Committee shall be appointed at the Company´s
Annual General Meeting. The principle shall be that a committee member appointed by the Board shall not be a Board
member of the Company. The Nomination Committee has an advisory role regarding the election of Board members and
presents its recommendations to the shareholder meeting where Board members are scheduled to be appointed. The
Nomination Committee presents a reasoned proposal for the election of Board members, taking into account their
competency, experience and knowledge with regards to the Guidelines on Corporate Governance and the results of the
Board's performance appraisal. The Committee's proposal shall be in accordance with provisions of the Act on Limited
Liability Companies and the Company's Articles of Association regarding the appointment of the Board of Directors. The
Nomination Committee's recommendations shall be aimed at the Board composition of diverse knowledge and experience
that will serve well for setting the Company´s policies and for monitoring the business environment of the Company at any
given time. The Nomination Committee shall conduct its work with the overall interests of all the shareholders of the
Company in mind.
The Nomination Committee consists of Sigrún Ragna Ólafsdóttir, Chairman of the Committee, Inga Björg Hjaltadóttir, and
Ólafur Arinbjörn Sigurðsson. Any queries are received through email, tilnefningarnefnd@festi.is.
Consolidated Annual Financial Statements of Festi hf. 2024
54
Amounts are in thousands of ISK
Statement of Corporate Governance, contd.:
The Board of Directors of Festi
Guðjón Reynisson, Chairman of the Board of Directors
Guðjón Reynisson holds an MBA from the University of Iceland from 2002 and completed Operational- and Business
Studies from Endurmenntunarstofnun Háskóla Íslands in 1999. Guðjón graduated with an athletic education degree from
Íþróttakennaraskóli Íslands in 1986. Currently, Guðjón is an independent investor and a member of the Board of Directors.
Between 2008 and 2017 he was the CEO of Hamleys of London. Between 2003 and 2007 Guðjón was the executive
director of 10-11 convenience stores. Prior to that, from 1998 to 2003, he was the executive director of sales at Tal. Guðjón
has been a member of the Board of Directors of Festi since 2014, and the Board’s Chairman since 2022; board member
of Kvika banki and of Securitas since 2018 and a board member of Dropp from 2019. Guðjón is independent of the
Company, its day-to-day managers, and major shareholders.
Sigurlína Invarsdóttir, Vice-Chairman of the Board of Directors
Sigurlína Invarsdóttir, holds a B.Sc degree in Industrial Engineering from the University of Iceland. Currently she works
as an independent advisor in her own company, Ingvarsdottir ehf. and a member of its board. Additionally, she is an
investor in Behold VC, where she is one of the owners. The fund invests in Nordic Countries in computer games
companies in the early stages of their development. Between 2006 and 2020 Sigurlína worked as a manager in computer
game manufacturing in Iceland, Sweden, Canada and the USA. Earlier she worked as a pharmaceutical development
project manager in Actavis and in business development, and also implementing new technical solutions at Hagar.
Sigurlína is the Chairman of the Boards of Directors of Carbon Recycling in addition she is also a board member of
Icelandic and foreign computer games companies the Behold Ventures have invested in. Sigurlína became a Board
member of Festi in July 2022. She is independent of the Company, its day-to-day managers, and major shareholders.
Guðjón Auðunsson, member of the Board of Directors
Guðjón graduated with a master's degree in international business economics and marketing from Aalborg University in
Denmark in 1989. He completed the AMP program at IESE University in Barcelona in 2018. Guðjón worked as a lecturer
at Bifröst University for two years after completing his studies in Denmark. From 1991 to 1999, he worked for Eimskip in
various management positions, including as the company's managing director in the United States and later in Hamburg,
Germany. From 2000 to 2002, Guðjón served as the managing director of the software company Landsteinar and at the
end of this period as the CEO of Samvinnuferðir Landsýn. From 2002 to 2010, Guðjón was the managing director of the
Corporate Division of the Oil Company Esso, later N1. From 2010 to March 2024, he held the position of CEO of Reitir
fasteignafélag. Guðjón has held various board positions over the years, including Chairman of the Board of Bifröst
University, a board member of Icelandair, Malik Supply A/S, Flutningajöfnunarsjóður, Chairman of the Board of Kringlan
for about 13 years, and on the boards of several other companies related to Reitir. Became a Board member of Festi in
March 2024.
Hjörleifur Pálsson, member of the Board of Directors
Hjörleifur graduated from the University of Iceland in 1988 and holds a Cand. Oecon. degree. He became a certified public
accountant in 1989 and worked as an accountant until 2001. He held the CFO position in Össur hf. from 2001 to 2013.
From 2013 Hjörleifur is a board member and on the Audit Committee of Alvotech SA, a board member of Ankra ehf., a
board member of Brunnur vaxtarsjóður slhf. and a board member of Brandr Global ehf. Hjörleifur is the Chairman of the
Audit Committee of Harpa ráðstefnu og tónlistarhúss ohf. and a member of the Audit Committee of Landsbankinn hf. and
the vice-Chairman of UNICEF Iceland. Hjörleifur was for many years the Chairman of the Board of Directors and University
Council of Reykjavík University and, he is a former chairman of the Board of Directors of Sýn hf. and former board member
of Lotus Pharmaceuticals & Co. Ltd., in Taiwan, Ragnar hf., among other companies. Hjörleifur became a Board member
of Festi in July 2022. Hjörleifur is independent of the Company, its day-to-day managers, and major shareholders.
Consolidated Annual Financial Statements of Festi hf. 2024
55
Amounts are in thousands of ISK
Statement of Corporate Governance, contd.:
Margrét Guðmundsdóttir, member of the Board of Directors
Margrét holds a Cand. oecon. degree in Business Administration from the University of Iceland, Cand. merc. degree from
Copenhagen Business School and an Executive education from CEDEP/Insead in France. Margrét held the position of
CEO of Icepharma hf., during the period from 2005 to 2016. Before that she was an executive director at Skeljungur from
1995 to 2005, executive director at Kuwait Petroleum (Danmark) A/S from 1986 to 1995 and the office director at Dansk
ESSO, later Statoil, between 1982 and 1986. She was the deputy CEO of AIESEC International Brussel from 1978 to
1979. Margrét is a board member of Eignarhaldsfélagið Lyng ehf., Eimskip hf. and Paradís ehf. Margrét was the chairman
of European Surgical Trade Association from 2011 to 2013 and sat on the Association’s board of directors from 2009 to
2015. She was the chairman of the Icelandic Federation of Trade between 2009 and 2013, a board member of Reiknistofa
bankanna from 2010 to 2011 and from 2016 to 2018, a board member of ISAVIA from 2017 to 2018 and a board member
of SPRON from 2008 to 2009. Additionally, Margrét has been a board member of Skýrr hf., Frigg hf., Q8 A/S in Denmark
and Dansk Institut for Personaleradgivning. Margrét started as member of the Board of Directors of N1 in 2011, the
Chairman of the Board of Directors from 2012, which later became Festi, until March 2020. She is independent of the
Company, day-to-day managers, and major shareholders.
Executive Board of Festi
The Executive Board is composed of the CEO and seven managing directors of the Company, whereby each managing
director is responsible for a certain division under the CEO.
Ásta Sigríður Fjeldsted, CEO
Ásta Sigríður is a Mechanical Engineer with an M.Sc. degree from DTU, Technical University of Denmark. Between the
years 2007 to 2012 she worked for IBM in Denmark and Össur hf. the orthopaedic manufacturer, both in France and
Iceland. From 2012 to 2017 she worked for the consulting firm McKinsey & Company, at both its offices in Tokyo and
Copenhagen. From 2017 she worked as the Secretary-General of Iceland Chamber of Commerce. Ásta Sigríður held the
position of CEO of Krónan from 2020 and became CEO of Festi in September 2022. Ásta Sigríður is a member of the
Corporate Advisory Council of the Icelandic National Committee for UNICEF and is a board member at Transition Labs.
Other members of the Executive Board
Magnús Kristinn Ingason, CFO and COO
Eva Guðrún Torfadóttir, CEO of Bakkinn vöruhótel
Guðrún Aðalsteinsdóttir, CEO of Krónan
Karen Ósk Gylfadóttir, CEO of Lyfja
Óðinn Árnason, CEO of Yrkir eignir
Óttar Örn Sigurbergsson, CEO of ELKO
Ýmir Örn Finnbogason stepped down as CEO of N1 in June 2024. It has been announced that Magnús Hafliðason has
been appointed as the new CEO of N1, and he will commence his duties in the first quarter of 2025.
Consolidated Annual Financial Statements of Festi hf. 2024
56
Amounts are in thousands of ISK
Statement of Corporate Governance, contd.:
According to the Company’s Articles of Association, it is the role of the Board of Directors to hire the CEO and decide the
terms on the employment contract. The Board of Directors and CEO are responsible for the governance of the Company.
It should be noted that members of the Executive board of Festi have stock option agreements with the Company that
were made in 2024, and the number of stock options is stated in note 31. There are no conflicts of interest between
members of the Executive Board and the Company’s main customers, competitors, or large shareholders.
Main components of internal control and the Company´s risk management
Monitoring the main risks faced by the Company is an integral and ongoing part of the Company´s day-to-day operations
intended to secure its operational continuity and minimise risk. Risk management is integrated in the day-to-day operation
of the Company.
To ensure that the Company's financial statements are in accordance with IFRS Accounting Standards the Company
places emphasis on carefully defined responsibilities, appropriate segregation of duties and regular reporting and
transparency in its operations. The process of monthly reporting and review for individual divisions is an important factor
in the controls for earnings and other key aspects of the operation. Monthly statements are prepared and presented to
the Company's Board of Directors. The Company has established work procedures to ensure controls for income
recognition, operating expenses and other items affecting the Company's operation. Risk management is reviewed on a
regular basis in order to reflect changes in market conditions and the Company's operation. Through personnel training
and work procedures the Company aims at maintaining disciplined controls where all employees are aware of their roles
and responsibilities. Operating risk is addressed by monitoring transactions and compliance with law. The Board of
Directors has established an equity management policy to ensure a strong equity position and to support stability in the
future development of the Company´s operations.
The main components of internal control and risk management are reviewed by the Board of Directors annually. The
Company does not have an internal auditor. However, the Company´s external auditors carry out limited reviews of its
processes.
Company's Shareholders
The Company is a limited liability company. Information regarding its largest shareholders is disclosed on its homepage,
www.festi.is.
Consolidated Annual Financial Statements of Festi hf. 2024
57
Amounts are in thousands of ISK
Non-Financial Information
Festi’s Business Model
Festi is a holding company that owns and operates companies which are leading in the food market, fuel and service
station market, and electronic equipment and smart device market. Operation of properties, purchase and sale of
securities are also part of the Group’s operations. The Parent Company, Festi, owns the subsidiaries ELKO, which is the
largest electronic equipment store in the country, Krónan, which operates grocery stores under the name Krónan, Lyfja
which sells pharmaceuticals, health, and medical products, N1, which operates service stations for fuel and charging of
electric vehicles as well as various facilities related to lubrication and motor vehicle services, Yrki eignir, which owns and
operates the Group's properties, and Bakkinn vöruhótel, which specialises in in warehouse services and distribution.
Festi's Executive Board is made up of the Group's CEO and managing directors, and Festi's representatives also make
up the subsidiary companies' boards.
The main role of Festi's parent company is to manage investments, support value creation, and create new opportunities
for the Group.
Festi services all companies of the Group in various ways and thus achieves optimisation due to size and increased quality
through standardisation of work procedures and coordination of processes. In addition, the Company provides its
operating companies with the necessary support to be able to consistently be at the forefront of service and product
offerings, all over the country. The services are in the field of finance, information technology, human resources, quality,
safety and sustainability, as well as operation and maintenance of the Group's properties.
Focus, Goals, and Achievements in Sustainability
In recent years, the Group has set defined goals related to environmental, social, and governance factors that also shape
the focus of the year. An example of a key goal for the year was to analyze the impact on the Company's value chain,
assess sustainability-related risks within the Group, and begin work on an action plan to reduce the Group's greenhouse
gas emissions.
To ensure that the Group's focus aligns with the new European sustainability legislation (CSRD and ESRS) and to achieve
a comprehensive approach for all Festi companies in sustainability, it was decided to embark on an ambitious effort for
double materiality and gap analysis. This work also involved increased emphasis on collecting and analyzing sustainability
data on key factors such as energy consumption, greenhouse gas emissions, and waste. This data has enabled the
Company to monitor progress more effectively, as well as facilitate goal setting and reporting. Festi will publish its 2024
sustainability report according to the ESRS standard to gain experience with it and prepare for the future. The report will
be found in the Company's annual report for the year 2024, which will be published in March.
At the end of 2024, the analysis and assessment company Reitun UFS conducted a sustainability assessment of Festi,
which reports on how companies stand in environmental, social, and governance factors. Festi scored 80 points out of a
possible 100, an increase of four points from the previous year. The Company also moved up one category from the
previous year and is now above average in all categories. Key explanations for the improved score are linked to advances
in data collection.
Sustainability policy of Festi and its operating companies
The policy‘s purpose is to serve as a guide to more sustainable operations for the Group. The policy lays the foundation
for the Group’s vision and strategic priority of having sustainability as a guiding principle in all decision making regarding
its future growth. Additionally, the policy supports the UN Sustainable Development Goals the Company the company
puts emphasis on, specifically the goals on gender equality (5), decent work and economic growth (8), reduced inequalities
(10), responsible consumption and production (12) and climate action (13).
Until now, the internationally recognized Nasdaq guidelines on environmental, social, and governance (ESG) factors have
formed the basis of the policy. However, the policy will soon be revised in accordance with the priorities of the CSRD and
ESRS.
Consolidated Annual Financial Statements of Festi hf. 2024
58
Amounts are in thousands of ISK
Non-Financial Information, contd.:
Environmental factors
Festi and its operating companies are aware of the impact of their operations on the environment and strive to minimise
their negative impact as much as possible. Festi and its operating companies are all members of Festa, the Centre for
Corporate Social Responsibility and Sustainability, and have all signed Festa’s and the City of Reykjavík’s Climate
Declaration on reducing greenhouse gas emissions and minimising negative environmental impacts through targeted
actions.
Amongst other things, the Group emphasizes responsible use of resources, reducing waste, increasing the availability of
environmentally friendly products and services, managing indirect emissions of greenhouse gases from operations (in
addition to direct emissions) as well as reducing them, mapping and responding to sustainability risks, improving employee
education and having a positive impact on the supply chain.
In addition to minimising the impact on the environment from direct operations, the Company is working on a project in
certified afforestation on the land of Fjarðarhorn in Hrútafjörður, which is carried out according to the requirements of
Skógarkolefni's quality system. It is estimated that in the next 50 years, the carbon sequestration of Festi associated with
this project will amount to about 70,000 tons of CO2. In this regard, it is also relevant to mention that in recent years the
Company has offset measured emissions from its activities with purchased carbon units.
Social factors
It is important for Festi and its operating companies to be desirable workplaces that attract and retain qualified and
dependable staff. Emphasis is placed on equality in the workplace as well as objective and fair communication but the
Group does not tolerate any form of bullying, violence or harassment and has put in place a response plan related to
those matters. Every effort is made to ensure the satisfaction, safety, and well-being of employees with good workplace
conditions as well as regular training and career development. Workplace analyses are regularly carried out to measure
well-being at the workplace, and the development of customer satisfaction is also monitored in various ways. Festi
operates a zero-accident policy, which means that no accidents are acceptable. Safety and occupational safety courses
are held annually to promote safety and health awareness among employees, together with lectures related to health,
communication and well-being in the workplace. Festi cooperates with Siðferðisgáttin (the Ethics Gateway), which gives
the Group's employees the possibility to report, in a safe way to a third party, if they are subjected to unwanted behaviour
or experience discomfort in the workplace.
All companies in the Group are equal pay certified according to the ÍST 85:2012 standard and the requirements of the
Directorate of Equality. It confirms that at the Company’s employees who do the same or equally valuable work are not
discriminated against in pay. Festi and its operating companies have implemented Velferðarpakki (the Welfare Package),
which attempts a holistic approach to the well-being of employees. The objective is to increase the quality of life, promote
improved mental and physical health, and reduce the likelihood of illness and absenteeism due to illness among the
Group's employees.
Festi and its operating companies support and respect the protection of international human rights in accordance with
Icelandic laws as well as the United Nations Declaration of Human Rights in all of their activities. The Group respects the
United Nations Convention on the Rights of the Child and rejects all human rights violations such as forced and slave
labour, including child slavery.
Corporate Governance
Festi and its operating companies are aware of the impact they have on society through their activities and place great
emphasis on practicing healthy business practices in every respect. During the year a new Code of Conduct for Suppliers
and Service Providers was introduced, and supplier assessments were carried out for both domestic and international
suppliers. The assessment was designed to be simple to increase response rates, focusing on ensuring that companies
are aware of their environmental impact, their social responsibility toward employees, and the importance of ethical
business practices and preventing all forms of corruption.
Festi is a limited liability company registered on the Iceland Stock Exchange and follows the approved guidelines for
corporate governance, issued by the Icelandic Chamber of Commerce, Nasdaq OMX Iceland hf. and the Confederation
of Icelandic Employers. In addition, the Group prepares its financial statements according to IFRS Accounting Standards.
Festi hf.'s Code of Conduct applies to all activities of Festi and its operating companies, all employees as well as
contractors who carry out tasks for the Group. In addition, both the Board of Director’s Code of Conduct and the Board of
Directors’ Working Procedures apply, which also include procedures for assessing reputational risk and conflicts of
interest. More information about the Company's governance can be found in the Statement of Corporate Governance
within these financial statements.
Consolidated Annual Financial Statements of Festi hf. 2024
59
Amounts are in thousands of ISK
Non-Financial Information, contd.:
Double Materiality Assessment
In 2024, the Group placed a strong emphasis on deepening its understanding of sustainability in relation to its operations.
A double materiality assessment was conducted, providing a detailed analysis of the impact of sustainability factors on
the Group’s business, as well as the impact of the group’s entire value chain on the environment and society. The impact
on operations involves evaluating how sustainability factors—such as climate issues, social responsibility, and ethical
standards—affect, or could potentially affect, the Company’s performance, profitability, and long-term development.
Conversely, the impact on the environment and society involves analyzing how the activities of Festi and its subsidiaries
influence the environment, the communities in which we operate, and our customers.
This initiative is part of the Company’s commitment to strengthening corporate social responsibility and promoting
sustainability across all areas of its operations. The findings of this assessment were finalized at the end of 2024 and are
already influencing the Group’s action prioritization, as well as shaping its policies. The following ESRS categories are
considered material for the Festi group:
•
ESRS E1 – Climate Change
•
ESRS E2 – Pollution
•
ESRS E3 – Water and Marine Resources
•
ESRS E4 – Biodiversity and Ecosystems
•
ESRS E5 – Resource Use and Circular Economy
•
ESRS S1 – Own Workforce
•
ESRS S2 – Workers in the Value Chain
•
ESRS S4 – Consumers and End Users
•
ESRS G1 – Business Conduct
Further results will be presented in the Company’s 2024 annual report, which will be published in March.
Sustainability risks
At least twice a year, an assessment of the main risk factors in the Group's operations is updated. The assessment is
carried out for each operating unit and by relevant members of management at each company. In 2024, the focus on
sustainability risks was enhanced by utilizing the results of a double materiality assessment to expand and refine the
subcategories of sustainability risks being evaluated. The key findings from the Group’s risk assessment are presented
to Festi’s Audit Committee. Sustainability risks vary greatly depending on the operations of the operating companies, but
the greatest risk is related to the sale of fossil fuels at N1. The Company also evaluates this risk as an opportunity and
intends to be a leading player in Iceland’s energy exchange by helping companies and individuals switch from fossil fuels
to green energy sources. Examples of supporting projects that are well underway include the installation of fast charging
stations all over the country.
Due diligence process
Over the past two years, Festi’s Sustainability Report has been reviewed by Deloitte ehf., with a limited assurance. Given
that the 2024 Sustainability Report will take significant steps towards ESRS reporting— which has not yet been legislated
in Iceland—this time, limited assurance will be provided specifically on the sustainability metrics in the report. Additionally,
the methodology and outcomes of the Company’s double materiality assessment will be reviewed. While there is no legal
requirement for this, Festi seeks to obtain an independent evaluation of the reliability of its sustainability data and
disclosures. Furthermore, Festi’s annual financial statements are audited by an external auditor, reviewed by the Audit
Committee, and approved by the Bompany’s Board of Directors and CEO.
More information regarding the Company’s sustainability journey and performance reporting can be found in Festi’s
unaudited 2024 Annual Report, which will be published in March 2025 and made available on the Company’s website,
www.festi.is. Additionally, Festi’s subsidiaries will publish more detailed insights on their sustainability performance, goals,
and priorities for 2024 in reports available on their respective websites.
Consolidated Annual Financial Statements of Festi hf. 2024
60
Amounts are in thousands of ISK
Non-Financial Information, contd.:
EU Taxonomy reporting
EU Taxonomy regulation entered into force in Iceland on 1 June 2023 with Act. no. 25/2024 on Sustainable Finance
Disclosure Regulation (SFDR) and taxonomy for sustainable investments.
The aim of the regulation is to define which business activities are considered environmentally sustainable based on the
technical assessment criteria set out in the delegated regulation 2021/2139 as well as to promote transparency in
sustainability information. For companies to be considered environmentally sustainable within the meaning of the
regulation, they must meet the criteria for environmentally sustainable economic activity according to Article 3 of the
regulation. First, the economic activity must make a substantial contribution to one or more environmental objectives,
while at the same time it may do no significant harm to other goals. It must be carried out in accordance with minimum
safeguards and finally comply with technical screening criteria.
The environmental objectives are six:
•
Climate change mitigation
•
Climate change adaptation
•
Sustainable use and protection of water and marine resources
•
Transition to a circular economy
•
Pollution prevention and control
•
Protection and restoration of biodiversity and ecosystems.
Assessment criteria for climate change mitigation and adaptation have been implemented by delegated regulation
2021/2139. Business activities carried out there are subject to information disclosure requirements in Iceland, but the
delegated regulation 2023/2486 on other environmental objectives entered into force within the EU in 2023 and is awaiting
implementation in Iceland. Regulation 2024/10 was adopted during the year, expanding the range of business activities
that can be classified as sustainable.
Companies are required to disclose the percentage of turnover, capital expenditure and operating expenses for the most
recent operating period on eligible activities, that is, activities covered by the EU Taxonomy regulation. Similarly, the same
key performance indicators must be disclosed for activities that meet all the criteria of the regulation and are considered
to be aligned activities or environmentally sustainable.
In Iceland, the regulation applies to companies subject to non-financial information disclosure requirements according to
article 66d in the Icelandic Annual Accounts Act no. 3/2006 and Festi is among them.
Festi’s EU Taxonomy eligible activities
Festi began its review by comparing the Company's activities to the technical assessment criteria already disclosed based
on the environmental objective of climate change mitigation, adaptation to climate change, and the transition to a circular
economy. Festi's core business is retail, which currently does not fall under the technical assessment criteria. However,
the assessment revealed that Festi and its subsidiaries engage in activities related to the following categories:
Climate Change Mitigation:
•
1.1 Afforestation
•
4.9. Transmission and distribution of electricity
•
5.8. Composting of Bio-Waste
•
6.4. Operation of personal mobility devices, cycle logistics
•
6.6. Freight transport services by road
•
6.15 Infrastructure Enabling Low-Carbon Road Transport and Public Transport
•
7.1. Construction of new buildings
•
7.2. Renovation of existing buildings
•
7.3. Installation, maintenance and repair of energy efficient equipment
•
7.4. Installation, Maintenance, and Repair of Charging Stations for Electric Vehicles in Buildings (ans parking
spaces attached to buildings)
•
7.7. Acquisition and ownership of buildings
Consolidated Annual Financial Statements of Festi hf. 2024
61
Amounts are in thousands of ISK
Non-Financial Information, contd.:
Transition to a Circular Economy:
•
5.4. Sale of used goods
Environmentally sustainable activities according to the regulation
For an activity to be considered aligned and thereby meet the requirements of the EU Taxonomy regulation to be
environmentally sustainable, it must make a substantial contribution and do no significant harm, in addition to meeting
minimum safeguards. The requirements are detailed and it is clear that if companies want to disclose in good conscience
that the objectives are met and pass inspection, a considerable amount of preparation has to have taken place.
Over the past year, various aspects of the taxonomy regulation have been further clarified, and understanding of it has
increased. Festi has concluded that the minimum safeguard measures concerning human rights in the value chain are
not fully met. As a result, no investments, revenues, or operating costs will be considered sustainable under the regulation
for the year 2024. Moving forward, the company will outline its eligible activities according to the technical assessment
criteria for substantial contribution and ensuring no significant harm. Additionally, further clarification will be provided
regarding Festi's stance on the requirements for minimum safeguard measures.
A substantial contribution
Climate Change Mitigation
1.1. Afforestation
Festi has an afforestation project in Fjarðarhorn in Hrútafjörður. The project follows the methodology and standards of
Skógarkolefni, which was compared with the requirements of the EU Taxonomy regulation and confirmed that the
methodology meets the requirements of the technical assessment criteria when it comes to a substantial contribution.
4.9. Transmission and distribution of electricity
Construction and operation of N1 charging stations for electric vehicles, but N1 operates both home charging stations and
fast charging stations all over the country.
5.8. Composting of Bio-waste
Krónan operates composting machines and produces and sells compost made from organic waste generated in its
operations. However, it cannot be confirmed that this activity meets the criteria for being environmentally sustainable.
6.4. Operation of personal mobility devices, cycle logistics
ELKO sales of electric scooters, where the driving force comes from a combination of a zero-emission engine and users’
physical movement. Festi considers that the operations meet the criteria for being environmentally sustainable.
6.6. Freight Transport Services by Road
It was not possible to meet the requirements of the regulation in the category of
freight transport services by road
, even
though the Company operates zero-emission cars. The requirements of the regulation regarding tires are such that it is
very difficult to meet the safety requirements in Icelandic conditions.
6.15. Infrastructure Enabling Low-Carbon Road Transport and Public Transport
The construction and operation of charging stations for electric vehicles by N1, which operates both home charging
stations and fast-charging stations across the country, is considered by Festi to meet the criteria for being environmentally
sustainable.
7.1. Construction of New Buildings and 7.2. Renovation of Existing Buildings
As a class A energy efficiency certificate is required according to EU directive 2010/31 to determine a significant
contribution for the categories:
construction of new buildings, renovation of existing buildings, and acquisition and
ownership of buildings
, it was not possible to go further with those elements. This is due to the fact that Iceland has a total
exemption from the implementation of the directive and it has not been implemented into Icelandic law. As a result, no
energy efficiency certificates are issued for buildings in Iceland, making it impossible to determine primary energy needs
based on the directive. Since requirements related to energy efficiency are the only requirements set forth for the
environmental sustainability of these categories, it is impossible for Icelandic companies to demonstrate environmentally
sustainable activities in these categories.
Consolidated Annual Financial Statements of Festi hf. 2024
62
Amounts are in thousands of ISK
Non-Financial Information, contd.:
7.3. Installation, maintenance and repair of energy efficient equipment
LED bulbs in Krónan, ELKO and N1 stores are classified as installation and replacement of energy-efficient light sources.
7.4. Installation, Maintenance, and Repair of Charging Stations for Electric Vehicles in Buildings (ans parking spaces
attached to buildings)
Festi and its subsidiaries manage the installation and operation of charging stations for their own electric vehicles. Festi
considers this activity to meet the criteria for being environmentally sustainable.
7.7. Acquisition and Ownership of Buildings
Similar to the categories of 7.1 and 7.2, the requirement for energy efficiency certificates in class A, according to EU
Directive 2010/31, is necessary to determine substantial contribution. Therefore, it was not possible to demonstrate
environmentally sustainable activities in this category.
Transition to a Circular Economy
5.4. Sale of Used Goods
ELKO sells used goods in its stores. The sale of used products (electrical appliances) at ELKO does not meet the
packaging requirements and, therefore, does not meet the criteria for being environmentally sustainable.
Do no significant harm
This section provides an overview of the analysis on whether investments meet the criteria of not causing significant harm.
Only those investments that meet the criteria for substantial contribution are discussed.
Climate change adaptation and mitigation
Changes in climatic conditions because of climate change will affect all infrastructure. Festi conducted a climate risk and
vulnerability assessment on the activities that are defined as aligned and has evaluated the main climate risks related to
the activities. Similarly, the Company has identified which adaptation solutions are in place and where improvements are
needed. Furthermore, a risk assessment has been conducted by Skógarkolefni on Festi’s afforestation project that is
considered to meet the requirements of the EU Taxonomy regulation.
Sustainable use and protection of water and marine resources
The criteria for sustainable use and protection of water and marine resources are related to the EU Water Framework
directive where strain on water resources shall be defined. The body of water on Stórisandur is the body of water that is
closest to Fjarðarhorn and is related to activity 1.1. Afforestation. The body of water is groundwater and is considered to
have an adequate quantitative status of water, however the chemical status of the body of water has not been analysed.
Other business activities of Festi that are classified as environmentally sustainable are not required to fulfil the
requirements of sustainable use and protection of water and marine resources.
Transition to a circular economy
The transition to a circular economy relates to the distribution and transmission of electricity, the establishment and
operation of charging stations, and the sale of electric scooters. The requirements for electricity transmission and
distribution do not apply to the Company as they are not part of its operations. A waste management plan that ensures
reuse is in place for both categories. Festi also believes the requirement that at least 70% (by mass) of non-hazardous
waste be sorted/prepared for recycling and/or reuse is met.
Pollution prevention and control
No significant harm is permitted in pollution prevention and pollution prevention control in relation to afforestation and the
transmission and distribution of electricity. Pesticides are not used in Icelandic forestry and the use of fertiliser is in
accordance with Icelandic law. Measures are taken to mitigate noise, air, and chemical pollution at the sites of charging
infrastructure installations.
Protection and restoration of biodiversity and ecosystems
This requirement also applies to afforestation and the transmission and distribution of electricity. The cultivation plan of
the forestry project in Fjarðarhorn fulfils and explains the requirements that apply to afforestation. Before charging stations
are installed it is examined whether permits from public authorities are required and ensured that the instalment fulfils all
applicable law and regulations, such as civil engineering structure law, law on environmental impact assessment etc.
Consolidated Annual Financial Statements of Festi hf. 2024
63
Amounts are in thousands of ISK
Non-Financial Information, contd.:
Minimum safeguards
Article 18 of the taxonomy regulation prescribes the minimum safeguards where the OECD guidelines for Multinational
Enterprises, the UN Guiding Principles on Business and Human Rights, including the principles set out in the eight
fundamental conventions identified in the Declaration of the International Labour Organisation on Fundamental Principles
and Rights at Work are considered. The Sustainable Finance Forum has identified core subjects in accordance with these
requirements:
human rights, corruption and bribery, taxation and fair competition.
To meet the minimum safeguard
requirements, it is necessary to conduct human rights due diligence, which is a comprehensive and in-depth process
addressing the risks related to human rights within the value chain.
Festi operates in accordance with Icelandic tax law and labour law which takes into account the UN’s Convention on the
Rights of the Child and the Act of the Child no. 73/2003. The Company also follows various policies and guidelines related
to human rights, ethics, sustainability, and good business practices, which are detailed on their website, www.festi.is. In
2024, Festi undertook significant work in analyzing its value chain, conducting supplier assessments, implementing a
supplier code of conduct, and adopting the European Sustainability Reporting Standards (ESRS), including performing a
double materiality assessment.
As previously noted, understanding of the Classification Regulation has increased over the past year, leading to the
conclusion that the minimum safeguards regarding human rights due diligence in the value chain have not yet been fully
met within the Group. This represents an updated approach from 2023, which results in no investments, revenues, or
operating expenditures being classified as sustainable according to the regulation’s framework for 2024. However, Festi
has committed considerable effort to the matter and has set clear goals to meet the requirements by 2025.
Key performance indicators
The following methodology is used for the calculation of the key performance indicators of turnover, capital expenditure
and operating expenditure for eligible activities. The European Union has published guidelines for the calculation of key
performance indicators in delegated regulation 2021/2178. It is possible that requirements or methodology will change as
the regulation is updated and that can affect the future calculations for Festi, also if it turns out that the Company’s activities
fit better with other environmental objectives than those that have already been published.
The Group’s financial statements are prepared in accordance with IFRS Accounting Standards as disclosed in Note 2 in
the annual financial statements. The calculation of key performance indicators is disclosed on a consolidated basis where
internal transactions have been eliminated to avoid double counting.
The following methodology was used in the calculation of key performance indicators, turnover, capital expenditure and
operating expenditure, that are disclosed hereafter in tables on p. 65, 66 and 67.
As previously mentioned, the core operation of Festi is retail, but that sector has not yet been included in the technical
screening criteria of the EU Taxonomy regulation. For that reason, only a small part of the Group’s turnover, capital
expenditure and operating expenditure is eligible in accordance with the taxonomy regulation.
Additionally, the Company provides information about its operations in relation to nuclear and natural gas, in accordance
with paragraphs 6 and 7 of Article 8 of EU Regulation 2021/2178. As can be seen in the table on p. 68, the Group has no
activities related to nuclear energy or natural gas.
Turnover
The proportion of turnover in accordance with the definition of the taxonomy regulation includes income that is entered in
accordance with paragraph 82A of IAS 1. Total turnover in accordance with the definition is in accordance with the Group’s
total turnover for the year 2024 as it is presented in note 6 in the consolidated financial statements. There of 2.9% is from
activities that are taxonomy eligible. Proportions are presented in table for turnover on p. 65.
Capital expenditure
Capital expenditure has been allocated to eligible activities in accordance with the EU Taxonomy regulation. According to
article 8 of the taxonomy regulation capital expenditure entails additions to tangible and intangible assets during the
financial year considered before depreciation, amortisation, and any re-measurements, including those resulting from
revaluations and impairments, for the relevant financial year and excluding fair value changes. Investments including new
leases amounted to a total of 5,439 m. ISK in 2024 in accordance with additions during the year in note 14, 15 and 17 in
the consolidated financial statements. There of 14.4% is from aligned activities. Proportions of capital expenditures are
presented in a table for capital expenditures on p. 66.
Consolidated Annual Financial Statements of Festi hf. 2024
64
Amounts are in thousands of ISK
Non-Financial Information, contd.:
Operational expenditure
The taxonomy regulation’s definition of operational expenditure is narrower than the general accounting definition.
Operational expenditure are direct non-capitalised costs that relate to research and development, building renovation
measures, short-term leasing, maintenance and repair and any other direct expenditures relating to the day-to-day
servicing of assets of property, plant, and equipment by the undertaking or third party to whom activities are outsourced,
that are necessary to ensure the continued and effective functioning of such an asset. Operation expenditure according
to this definition amounted to ISK 1,078 million during the year 2024 and was due to maintenance and repairs. There of
8.0% is from aligned activities. Proportions are presented in a table for operational expenditures on p. 67.
Activities Related to Nuclear Energy and Natural Gas
Since the Company does not have any activities related to nuclear energy or natural gas, no key performance indicators
(KPIs) are presented for these sectors.
Consolidated Annual Financial Statements of Festi hf. 2024
65
Amounts are in thousands of ISK
Non-Financial Information, contd.:
Turnover
FinancialYearN
EconomicActivities(1 )
Code(2)
Absoluteturnover(3)
Proportionof Turnover(4)
Climat e ChangeMitigation(5)*
ClimateChangeAdaptati on(6 )
Water(7)
Pollution(8)
Circul arEconomy(9 )
Biodiversityandecosystems(10)
Climat e ChangeMitigation(11)
ClimateChangeAdaptation(12)
Water(13)
Pollution(14)
CircularEc onomy (15)
Biodiversity(16)
MinimumSafeguards(17)
Taxo‐
nomy
aligned
pro‐
portion
oftotal
turn‐
over,
yearN
(18)**
Taxo‐
nomy
aligned
pro‐
portion
ofturn‐
over,
yearN‐1
(19)
Categor
y
(enabli
ng
activity)
(20)
Cate‐
gory
(trans‐
itional
act‐ivity)
(21 )
Text #
ISK,
thousands
% % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N % % E T
2,9%
00% 0% 0% 0%0%0%0%NNNNNNN 0%
‐
0% 0%
00% 0% 0% 0%0%0%0%NNNNNNN 0% 0%
00% 0% 0% 0%0%0%0%NNNNNNN 0% 0%
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Affores ta tion CCM1.1 0 0,0% EL
Transmissionanddi s tri butionofelectricity CCM4.9 3.548.235 2,3%
Sa leofsecond‐ha ndgoods CE5.4 255.423 0,2%
Comp os ti ngofbi o‐wa ste CCM5.8 115 0,0%
Opera tionofpe rsonal mobi l i tyde vi ces ,cyclelogistics CCM6.4 80.364 0,1%
Fre i gh ttrans portservicesbyroa d CCM 6.6 14.461 0,0%
Infras tructureenabling
low‐ca rbonroa dtrans portandpubl i ctrans port
CCM6.15 64.361 0,0%
Cons tructi onofne wbuildings CCM7.1 0 0,0%
Re no vati o nofexistingbui l di ngs CCM7.2 0 0,0%
Install ation,mai ntena nceandre pairofenergye ffici en tequipment
CCM7.3 0 0,0%
Install ation,mai ntena nceandre pairofchargi ngstationsforelectricve h i cl e s inbui l di ngs (a n d
pa rki ngspacesattachedtobuildings)
CCM7.4 1.352 0,0%
Acquisitionandowners hi pofbui l di ngs CCM
7.7 627.932 0,4%
4.592.242 2,9%
4.592.242 2,9%
152.243.334 97,1%
156.835.576 100%
TurnoverofTaxonomy‐non‐eligibleactivities
Total(A+B)
OfwhichEnabling
OfwhichTransitional
A.2Taxonomy‐Eligiblebutnotenviron mentallysustainableactivities(notTaxonomy‐alignedactivities)
TurnoverofTaxonomy‐eligiblebutnotenvironmentallysustainableactivities(notTax onomy‐alignedactivities)
(A.2)
A.RevenueTotal(A.1+A.2)
B.TAXONOMY‐NON‐ELIGIBLEACTIVITIES
Turnoverofenvironmentally
sustainableactivities(Taxonomy‐aligned)(A.1)
2025 SubstantialContributi onCriteria
DNSHcriteria
('
DoesNot
SignificantlyHarm')
A.TAXONOMY‐ELIGIBLEACTIVITIES
A.1.Environmentallysustainableactivities(Tax onomy‐aligned)
Consolidated Annual Financial Statements of Festi hf. 2024
66
Amounts are in thousands of ISK
Non-Financial Information, contd.:
CapEx
FinancialYearN
EconomicActivities(1)
Code(2)
AbsoluteCapEx(3)
Proportion of CapEx(4)
ClimateChangeMitigation(5)*
ClimateChangeA daptati on(6)
Water(7)
Pollution(8)
Circul arEconomy(9 )
Biodiversityandecosystems(1 0)
ClimateChangeMitigation(11)
ClimateChangeA daptation(12)
Water(13 )
Pollution(14)
CircularEconom y(15 )
Biodiversity(16)
MinimumSafe guards(17 )
Taxo‐
nomy
aligned
pro‐
portion
oftotal
CapEx,
yearN
(18)**
Taxo‐
nomy
aligne d
pro‐
portion
of
CapEX,
yearN‐1
(19)
Category
(enabling
activity)
(20)
Cate‐
gory
(trans‐
itional
act‐
ivity)
(21)
Text #
ISK,
thousands
% % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N % % E T
14,4%
00% 0% 0% 0%0%0%0%NNNNNNN 0%
‐
0% 0%
00% 0% 0% 0%0%0%0%NNNNNNN 0% 0%
00% 0% 0% 0%0%0%0%NNNNNNN 0% 0%
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Afforestati o n CCM1.1 11.311 0,2% EL
Transmissionanddi stri butionofelectricity CCM4.9 0 0,0%
Sa leofsecond‐ha ndgoods CE5.4 0 0,0%
Compos ti ngofbi o‐wa s te CCM5.8 22.950 0,4%
Operationofpersona l mobilitydevices ,cycle logistics CCM6.4 0 0,0%
Fre i gh ttrans portservicesbyroad CCM6.6 119.653 2,2%
Infras tructu re enabling
low‐ca rbonroa dtrans portandpubl i ctrans port
CCM6.15 44.005 0,8%
Cons tructi onofnewbuildings CCM7.1 35.333 0,6%
Re no va ti on ofexis tingbuil dings CCM7.2 283.032 5,2%
Installation,mai nte nanceandrepa i rofenergye ffici en te qui pment
CCM7.3 77.470 1,4%
Installation,mai nte nanceandrepa i rofcha rgi ngstationsfo relectri cve hi cl e s inbuildings(a n d
pa rki ngspacesattachedtobui ldi ngs)
CCM7.4 1.124 0,0%
Acquisitionandowners hi pofbui l di ngs CCM
7.7 189.896 3,5%
784.774 14,4%
784.774 14,4%
4.654.444 85,6%
5.439.218 100%
CapExofenvironmentallysustainableactivities(Tax onomy‐aligned)(A.1)
2025 Substantial ContributionCriteria
DNSHcriteria
('
DoesNot
SignificantlyHarm' )
A.TAXONOMY‐ELIGIBLEACTIVITIES
A.1.CapExofenvironmentallysustainableactivities(Taxonomy‐aligned)
CapexofTaxonomy‐non‐eligibleactivities
Total(A+B)
OfwhichEnabling
OfwhichTransitional
A.2Taxonomy‐Elig iblebutnotenvironmentallysustainableactivities(notTaxonomy‐alig ned)
CapExofTaxonomy‐eligiblebutnotenvironmentallysustainableactivities(notTaxonomy‐alignedactivities)(A.2)
Total(A.1+A.2)
B.TAXONOMY‐
NON‐ELIGIBLEACTIVITIES
Consolidated Annual Financial Statements of Festi hf. 2024
67
Amounts are in thousands of ISK
Non-Financial Information, contd.:
OpEx
FinancialYearN
EconomicActivitie s(1)
Code(2)
AbsoluteOpEx (3 )
Proportionof OpEx(4)
ClimateChangeM itigation(5)*
ClimateChangeAdaptation(6)
Water(7)
Pollution(8)
CircularEconomy(9)
Biodiversityand ecosystems (10)
ClimateChangeM itigation(11)
Climate ChangeAdaptation(12)
Water(13)
Pollution(14)
Circul arEconomy(15 )
Biodiversity(1 6)
MinimumSafeguards(17)
Taxon‐
omy
aligned
pro‐
portion
oftotal
OpEx,
yearN
(18)**
Taxo‐
nomy
aligned
pro‐
portion
ofOpEx,
yearN‐1
(19)
Category
(enabling
activity)
(20)
Cate‐
gory
(trans‐
itional
act‐
ivity)
(21)
Text #
ISK,
thousands
% % % % % % % Y/N Y/N Y/N Y/N Y/N Y/N Y/N % % E T
8,0%
00% 0% 0% 0%0%0%0%NNNNNNN 0%
‐
0% 0%
00% 0% 0% 0%0%0%0%NNNNNNN 0% 0%
00% 0% 0% 0%0%0%0%NNNNNNN 0% 0%
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Affores ta tion CCM1.1 0 0,0% EL
Trans mi ssi onanddis tri butionofelectri city CCM4.9 0 0,0%
Sa leofsecond‐ha ndgoods CE5.4 0 0,0%
Comp os ti ngofbi o‐waste CCM5.8 0 0,0%
Operationofpersona l mo bi l itydevices ,cycle logistics CCM6.4 0 0,0%
Frei ghttrans portservicesbyro a d CCM6.6 28.952 2,7%
In fra s tructureenabling
low‐ca rbonroad trans portandpublictra ns port
CCM6.15 14.440 1,3%
Constructionofnewbuildings CCM7.1 0 0,0%
Re no va tio n ofexi stingbuil dings CCM7.2 29.960 2,8%
Instal lation,mai ntena nceandre pa i rofenergyefficientequi pme nt
CCM7.3 0 0,0%
Instal lation,mai ntena nceandre pa i rofcha rgi ngstationsforel ectricve h i cl e s inbui ldi ngs(a n d
pa rki ngspacesattachedtobui l di ngs)
CCM7.4 0 0,0%
Acquis i tionandownershi pofbuildings CCM
7.7 12.754 1,2%
86.106 8,0%
86.106 8,0%
991.916 92,0%
1.078.022 100%
OpExofenvironmentallysustainableactivities(Tax onomy‐aligned)(A.1)
2025 SubstantialContributionCriteria
DNSHcriteria
('
DoesNot
SignificantlyHarm')
A.TAXONOMY‐ELIGIBLEACTIVITIES
A.1.Environmentallysustainableactivities(Tax onomy‐aligned)
OpExofTaxonomy‐non‐eligibleactivities
Total(A+B)
OfwhichEnabling
OfwhichTransitional
A1.OpExofenviron mentallysustainableactivities(Taxonomy‐aligned) (A.1)
OpExofTaxonomy‐eligiblebutnotenvironmentallysustainableactivities(notTax onomy‐alignedactivities)(A.2)
A.Total(A.1+A.2)
B.TAXONOMY‐NON‐ELIGIBLEACTIVITIES
Consolidated Annual Financial Statements of Festi hf. 2024
68
Amounts are in thousands of ISK
Non-Financial Information, contd.:
Nuclear and fossil gas related activities
Row Nuclearenergyrelate dactivities Yes/No
1Theunder takingcarri es out,fund sorhasexposurestores ea rch,
development,demonstrationanddeploymentofinnovativeelectri ci ty
ge nerationfacilitiesthatpr oduc eenergyfromnuclearprocesseswith
mini malwas tefromthefuelcycl e.
No
2Theunder takingcarri es out,fund sorhasexposurestoconstr uc ti on
andsafeoperationofnew
nuc learinstallationstoproduceelectri city
orpr ocessheat,includingforthepurposesofdi str ic theatingor
industrialprocessessuchashydr ogenpr oduc tion,aswell asthei r
safetyupgrades,usingbestavailabletechnologies.
No
3Theunder takingcarri es out,fund sorhasexposurestosafeoperation
ofexis tingnuclearinstallationsthatpr od uceelectri ci tyor
process
heat,inc ludingforthepurp osesofdistrictheatingorindustrial
processessuchashydrogenpr oduc tionfromnuc learenergy,aswellas
thei rsafetyupgrades.
No
Fossilgasrelatedactivities
4Theunder takingcarri es out,fund sorhasexposurestoconstr uc ti onor
operationofel ectri ci tygenerationfacilitiesthatpr od uceelectri ci ty
usingfossilgaseous
fuels.
No
5Theunder takingcarri es out,fund sorhasexposurestoconstr uc ti on,
refurbis hment,andoperationofcombinedheat/c oolandpower
ge nerationfacilitiesusin gfossilgaseousfuels.
No
6Theunder takingcarri es out,fund sorhasexposurestoconstr uc ti on,
refurbis hmentandoperationofheatgenerationfacilitiesthatpr od uce
heat/coolusin gfossilgaseousfuels.
No