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}, "fact-498": { "value": "The cash flow from operating activities increased from 199.8 million EUR in 2022 to 219.2 million EUR as per December 31, 2023. The operational results decreased, as the first-time contribution of Picanol Group (note 4 - Acquisitions and disposals) could not offset the decrease of the results of the other operating segments (note 3 - Segment reporting). The lower operational results were however compensated by lower working capital needs. The changes in working capital led to a cash outflow of only -72.8 million EUR in 2023, compared to -176.2 million EUR in 2022. The decrease in taxable result also resulted in lower income taxes paid (-46.0 million EUR in 2023 compared to -74.6 million EUR in 2022). ", "dimensions": { "concept": "ifrs-full:DisclosureOfProfitLossFromOperatingActivitiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-424": { "value": "The cash flow from operating activities increased from 199.8 million EUR in 2022 to 219.2 million EUR as per December 31, 2023. The operational results decreased, as the first-time contribution of Picanol Group (note 4 - Acquisitions and disposals) could not offset the decrease of the results of the other operating segments (note 3 - Segment reporting). The lower operational results were however compensated by lower working capital needs. The changes in working capital led to a cash outflow of only -72.8 million EUR in 2023, compared to -176.2 million EUR in 2022. The decrease in taxable result also resulted in lower income taxes paid (-46.0 million EUR in 2023 compared to -74.6 million EUR in 2022). The cash flow from investing activities changed from -194.0 million EUR in 2022 to -76.7 million EUR in 2023. Total capital expenditure amounts to -178.5 million EUR in 2023 (2022: -113.4 million EUR) (note 3 - Segment reporting). In 2023, the acquisition of Picanol Group resulted in the recognition of the net cash position of Picanol Group for +39.3 million EUR, while in 2022, cash considerations were paid for the acquisition of a production plant in Gaillon (France) by DYKA R\u00e9seaux SAS (operating segment Industrial Solutions) and for the acquisition of the product line Lannate\u00ae by Tessenderlo Kerley, Inc. (operating segment Agro). In April 2023, Tessenderlo Group sold 654,000 shares (which is equivalent to a participation of 14%) in Rieter Holding AG (SWX: RIEN) for an amount of +80.7 million EUR. In 2022, a financial guarantee, through a cash deposit of 16.2 million EUR, was paid to Elia (the Belgian transmission system operator) as part of the prequalification file leading to the participation in the Belgian CRM (Capacity Remuneration Mechanism) auction in September 2022 for the construction of a second gas-fired power station in Tessenderlo (Belgium). As the group was not successful in the CRM auction, the guarantee was reimbursed before year-end 2022. In 2023, the group did not participate in the Belgian CRM auction. As per year end 2023, three long term bank deposits are outstanding for a total amount of 70.0 million EUR, while the two outstanding long term bank deposits of 50.0 million EUR, outstanding per year-end 2022, were early reimbursed. The outstanding deposits have an original duration of 2 years and the counterparty is a highly rated international bank (note 18 - Cash and cash equivalents). The cash flow from financing activities amounts to -120.3 million EUR as per year-end 2023 (2022: -171.8 million EUR). In March 2023, a share repurchase program was started for an amount not exceeding 40 million EUR. By the end of December 2023, Tessenderlo Group had acquired 1,149,000 of its own shares at an average price of 28.21 EUR per share, for a total amount of 32.4 million EUR. In January 2023, the business unit PB Leiner (Bio-valorization segment) finalized a new joint venture with D&D Participa\u00e7\u00f5es Societ\u00e1rias, who acquired a 40% minority stake in PB Leiner's Brazilian plant (PB Brasil Industria e Comercio de Gelatinas Ltda). The sale resulted in proceeds for 9.8 million EUR and the recognition of a deferred payment and contingent consideration for an amount of 20.9 million USD (19.0 million EUR) (note 4 - Acquisitions and disposals). The reimbursement of borrowings in 2023 (-43.7 million EUR) mainly relates to the yearly reimbursement of the T-Power credit facility (-25.7 million EUR), while in 2022 also the outstanding 2022 bonds were reimbursed (-165.5 million EUR). In 2022, two new loans of each 30.0 million EUR were drawn by the group, maturing in February 2027 and April 2029, while no significant new borrowings were drawn in 2023 (note 22 - Loans and borrowings). The dividend paid in 2023 over the financial year 2022, resulted in a cash outflow of -39.9 million EUR. As per December 31, 2023, 7.7 million EUR of the 2022 dividend was still outstanding, related to the 2022 dividend withholding taxes, to Oostiep Group bv (note 25 - Trade and other payables and note 29 - Related parties). As a result, cash and cash equivalents less bank overdrafts increased from 156.0 million EUR in 2022 to 176.9 million EUR as per December 31, 2023 (note 18 - Cash and cash equivalents). ", "dimensions": { "concept": "ifrs-full:DisclosureOfCashFlowStatementExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-375": { "value": "The cash flow from operating activities increased from 199.8 million EUR in 2022 to 219.2 million EUR as per December 31, 2023. The operational results decreased, as the first-time contribution of Picanol Group (note 4 - Acquisitions and disposals) could not offset the decrease of the results of the other operating segments (note 3 - Segment reporting). The lower operational results were however compensated by lower working capital needs. The changes in working capital led to a cash outflow of only -72.8 million EUR in 2023, compared to -176.2 million EUR in 2022. The decrease in taxable result also resulted in lower income taxes paid (-46.0 million EUR in 2023 compared to -74.6 million EUR in 2022). The cash flow from investing activities changed from -194.0 million EUR in 2022 to -76.7 million EUR in 2023. Total capital expenditure amounts to -178.5 million EUR in 2023 (2022: -113.4 million EUR) (note 3 - Segment reporting). In 2023, the acquisition of Picanol Group resulted in the recognition of the net cash position of Picanol Group for +39.3 million EUR, while in 2022, cash considerations were paid for the acquisition of a production plant in Gaillon (France) by DYKA R\u00e9seaux SAS (operating segment Industrial Solutions) and for the acquisition of the product line Lannate\u00ae by Tessenderlo Kerley, Inc. (operating segment Agro). In April 2023, Tessenderlo Group sold 654,000 shares (which is equivalent to a participation of 14%) in Rieter Holding AG (SWX: RIEN) for an amount of +80.7 million EUR. In 2022, a financial guarantee, through a cash deposit of 16.2 million EUR, was paid to Elia (the Belgian transmission system operator) as part of the prequalification file leading to the participation in the Belgian CRM (Capacity Remuneration Mechanism) auction in September 2022 for the construction of a second gas-fired power station in Tessenderlo (Belgium). As the group was not successful in the CRM auction, the guarantee was reimbursed before year-end 2022. In 2023, the group did not participate in the Belgian CRM auction. As per year end 2023, three long term bank deposits are outstanding for a total amount of 70.0 million EUR, while the two outstanding long term bank deposits of 50.0 million EUR, outstanding per year-end 2022, were early reimbursed. The outstanding deposits have an original duration of 2 years and the counterparty is a highly rated international bank (note 18 - Cash and cash equivalents). The cash flow from financing activities amounts to -120.3 million EUR as per year-end 2023 (2022: -171.8 million EUR). In March 2023, a share repurchase program was started for an amount not exceeding 40 million EUR. By the end of December 2023, Tessenderlo Group had acquired 1,149,000 of its own shares at an average price of 28.21 EUR per share, for a total amount of 32.4 million EUR. In January 2023, the business unit PB Leiner (Bio-valorization segment) finalized a new joint venture with D&D Participa\u00e7\u00f5es Societ\u00e1rias, who acquired a 40% minority stake in PB Leiner's Brazilian plant (PB Brasil Industria e Comercio de Gelatinas Ltda). The sale resulted in proceeds for 9.8 million EUR and the recognition of a deferred payment and contingent consideration for an amount of 20.9 million USD (19.0 million EUR) (note 4 - Acquisitions and disposals). The reimbursement of borrowings in 2023 (-43.7 million EUR) mainly relates to the yearly reimbursement of the T-Power credit facility (-25.7 million EUR), while in 2022 also the outstanding 2022 bonds were reimbursed (-165.5 million EUR). In 2022, two new loans of each 30.0 million EUR were drawn by the group, maturing in February 2027 and April 2029, while no significant new borrowings were drawn in 2023 (note 22 - Loans and borrowings). The dividend paid in 2023 over the financial year 2022, resulted in a cash outflow of -39.9 million EUR. As per December 31, 2023, 7.7 million EUR of the 2022 dividend was still outstanding, related to the 2022 dividend withholding taxes, to Oostiep Group bv (note 25 - Trade and other payables and note 29 - Related parties). As a result, cash and cash equivalents less bank overdrafts increased from 156.0 million EUR in 2022 to 176.9 million EUR as per December 31, 2023 (note 18 - Cash and cash equivalents). Notes to the consolidated financial statements Page 1 Summary of material accounting policies 158 2 Determination of fair values 174 3 Segment reporting 176 4 Acquisitions and disposals 181 5 Other operating income and expenses 185 6 EBIT adjusting items 186 7 Payroll and related benefits 187 8 Additional information on operating expenses by nature 187 9 Finance costs and income 188 10 Income tax expense 189 11 Property, plant and equipment 191 12 Goodwill 194 13 Intangible assets 196 14 Investments accounted for using the equity method, other investments and guarantees 198 15 Deferred tax assets and liabilities 200 16 Trade and other receivables 202 17 Inventories 203 18 Cash and cash equivalents 204 19 Equity 204 20 Earnings per share 207 21 Non-controlling interest 208 22 Loans and borrowings 209 23 Employee benefits 211 24 Provisions 217 25 Trade and other payables 218 26 Financial instruments 219 27 Guarantees and commitments 227 28 Contingencies 228 29 Related parties 229 30 Auditor's fees 233 31 Subsequent events 233 32 Group companies 234 33 Critical accounting estimates and judgments 236 1. Summary of material accounting policies Tessenderlo Group nv (hereafter referred to as the \"company\"), the parent company, is domiciled in Belgium. The consolidated financial statements for the year ended December 31, 2023 comprise the company and its subsidiaries (together referred to as the \"group\") and the group\u2019s interests in jointly controlled entities. The IFRS financial statements were authorized for issue by the Board of Directors of Tessenderlo Group nv on Tuesday March 26, 2024. (A) Statement of compliance The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) as adopted by the European Union. (B) Basis of preparation The financial statements are presented in euro, which is the company\u2019s functional currency, rounded to the nearest million which may not add up due to rounding. They are prepared on the historical cost basis except for derivative financial instruments and net defined benefit (liabilities)/assets, which are stated at fair value. Assets and disposal groups held for sale are stated at the lower of carrying amount and fair value less cost to sell. The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised (if the revision affects only that period) or in the period of the revision and future periods (if the revision affects both current and future periods). Judgments made by management in the application of IFRS that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in note 33 - Critical accounting estimates and judgments. The consolidated financial statements are presented before the effect of the profit appropriation of the company proposed to the General Assembly of shareholders. The accounting policies set out below have been applied consistently by the company and all consolidated companies to all periods presented in these consolidated financial statements. (C) Principles of consolidation Subsidiaries are entities controlled by the group. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. If the group no longer has control over a subsidiary all assets and liabilities of the subsidiary, any non- controlling interests and other equity components with regard to the subsidiary are derecognized. The gains or losses arising on the loss of control are recognized in the income statement. Non-controlling interests are presented separately from equity attributable to equity holders of the company. Losses realized by subsidiaries with non-controlling interests are proportionally allocated to the non-controlling interests in these subsidiaries, even if this means that the non-controlling interests display a negative balance. Adjustments to non-controlling interests arising from transactions that do not involve the loss of control are based on a proportionate amount of the net assets of the subsidiary. No adjustments are made to goodwill and no gain or loss is recognized in the income statement. Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. All intercompany transactions, balances and unrealized gains and losses on transactions between group companies have been eliminated. Unrealized gains arising from transactions with associates and joint arrangements are eliminated to the extent of the group\u2019s interest in the entity. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. (D) Foreign currency Foreign currency transactions Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at balance sheet date rate. Non-monetary assets and liabilities denominated in foreign currencies that are stated at historical cost are translated to the functional currency at foreign exchange rates of the date of the transaction. Non- monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. For available-for-sale non-monetary assets, foreign exchange gains and losses are not separated from the total fair value changes. Foreign currency differences are recognized in profit or loss and presented within finance costs. Foreign currency translation Assets and liabilities of foreign entities included in the consolidation are translated to euro at the foreign exchange rates applicable at the balance sheet date. The income statement of foreign entities is translated to euro at the annual average foreign exchange rates (approximating the foreign exchange rates prevailing at the dates of the transactions). The components of equity attributable to equity holders of the company are translated at historical rates. Exchange differences arising from the translation of the equity attributable to the equity holders of the company to euro at year-end exchange rates are recognized in other comprehensive income and presented within \u201cTranslation reserves\u201d in Equity. In case of non-wholly owned subsidiaries, the relevant proportion of the translation difference is allocated to non-controlling interest. When a foreign operation is disposed of, such that control, significant influence or joint control is lost, the cumulative amount in the translation reserves related to that foreign operation is reclassified to the income statement as part of the gain or loss on disposal of the foreign operation. When the group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount in the translation reserves is reattributed to non-controlling interests. When the group disposes of only part of its investment in an associate or joint-venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to the income statement. Exchange rates The following exchange rates have been used in preparing the financial statements: Closing rate Average rate 1 EUR equals : 2023 2022 2023 2022 Brazilian real 5.3618 5.6386 5.4010 5.4399 Chinese yuan 7.8509 7.3582 7.6600 7.0788 Costa Rican colon 573.0100 632.8700 584.0816 677.3942 Czech crown 24.7240 24.1160 24.0043 24.5659 Indian Rupee 91.9045 88.1710 89.3001 82.6864 Indonesian Rupiah 17,079.7100 16,519.8200 16,479.6156 15,625.2511 Mexican Peso 18.7231 20.8560 19.1830 21.1869 Philippine peso 61.2830 59.3200 60.1626 57.3138 Polish zloty 4.3395 4.6808 4.5420 4.6861 Pound sterling 0.8691 0.8869 0.8698 0.8528 Romanian leu 4.9756 4.9495 4.9467 4.9313 Swiss franc 0.9260 0.9847 0.9718 1.0047 Turkish lira 32.6531 19.9649 25.7597 17.4088 US dollar 1.1050 1.0666 1.0813 1.0530 (E) Intangible assets Research and development Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in the income statement as an expense as incurred. Expenditure resulting from development activities, whereby research findings are applied to a plan or design for production of new or substantially improved products and processes, is capitalized if all of the following conditions are met: \u2022 It is technically feasible to complete the asset so that it will be available for sale or use; \u2022 Management intends to complete the development of the asset; \u2022 It is demonstrated how the asset will generate probable future economic benefits. The market potential or the usefulness of the intangible asset have been clearly demonstrated; \u2022 Adequate technical, financial and other resources to complete the development are available; and \u2022 The expenditures related to the process or product can be clearly identified and reliably measured. Other development expenditure is recognized in the income statement as an expense as incurred. The capitalized expenditure includes the cost of materials and direct labor. Capitalized development is stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Emission allowances The cost of acquiring emission allowances is recognized as intangible asset, whether they have been purchased or received free of charge (in the latter case the acquisition cost is zero). Emission allowances are not amortized but subject to impairment testing. An accrual is set up to cover obligations to refund allowances depending on emissions if, during a given period, the number of allowances required exceeds the total number of allowances acquired. This accrual is measured at the estimated amount of the expenditure required to settle the obligation. Intangible assets Intangible assets, acquired by the group, are stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Subsequent expenditure Subsequent expenditure on capitalized intangible assets is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as incurred. Amortization Intangible assets with a finite life are amortized using the straight-line method over their estimated useful lives. The estimated useful lives of the respective asset categories are as follows: Development 5 years Software 3 to 5 years Customer list 3 to 10 years Concessions, licenses, patents and other 10 to 20 years Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. (F) Goodwill Business combination All business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which the group obtained control. The group measures goodwill at the acquisition date as: \u2022 the fair value of the consideration transferred; plus \u2022 the recognized amount of any non-controlling interests in the acquiree; plus \u2022 if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less \u2022 the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognized immediately in the income statement after re-assessment of the fair values. Goodwill is expressed in the currency of the subsidiary to which it relates. Transaction costs, other than those associated with the issue of debt or equity securities, that the group incurs, are expensed as incurred. Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement. Subsequent measurement of goodwill Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) . (G) Property, plant and equipment Owned assets Items of property, plant and equipment (further also \u201cPPE\u201d) are stated at cost less accumulated depreciation and impairment losses. Cost includes the purchase price and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management (e.g. non-refundable tax, transport and the costs of dismantling and removing the items and restoring the site on which they are located, if applicable). The cost of a self-constructed asset is determined using the same principles as for an acquired asset and includes the cost of materials, direct labor and other directly attributable expenses. Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment. Subsequent expenditure Subsequent expenditure incurred in replacing or renewing components of some items of property, plant and equipment is accounted for as the acquisition of a separate asset and the replaced asset is written off. Capitalization of subsequent expenditure is only done when it increases the future economic benefits embodied in the item of property, plant and equipment and significantly increases production capacity. Repair and maintenance, which do not increase the future economic benefits of the asset to which they relate, are expensed as incurred. Depreciation Depreciation is charged to the income statement as from the date the asset is available for use, on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives of the respective asset categories are as follows: Land infrastructure 33 10 to 20 years Buildings 20 to 40 years Building improvements 10 to 20 years Plant installations 6 to 20 years Machinery and equipment 5 to 15 years Furniture and office equipment 4 to 10 years Extrusion and tooling equipment 3 to 7 years Laboratory and research \u2013 infrastructure 3 to 5 years Vehicles 4 to 10 years Computer equipment 3 to 5 years Land is not depreciated as it is deemed to have an indefinite life. Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. Government grants Government grants relating to the purchase of property, plant and equipment are deducted from the carrying amount of the related asset when there is reasonable assurance that they will be received and the group will comply with the conditions attached to it. They are deducted in the income statement from the related depreciation charges on a straight-line basis over the estimated useful life of the related asset. Grants that compensate the group for expenses incurred are recognized as deduction of the related expense on a systematic basis in the same periods in which the expenses are incurred. The accounting policy for emission allowances is discussed in section (E) Intangible assets. (H) Leased assets The group has applied in 2019 IFRS 16 Leases using the modified retrospective approach, under which comparative information is not restated. At inception of a contract, the group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Assets, representing the rights to use the underlying leased asset, are capitalized as property, plant and equipment at cost, comprising the following: \u2022 the amount of the initial measurement of lease liability \u2022 any lease payments made at or before the commencement date less any lease incentives received \u2022 any initial direct costs \u2022 restoration costs. The corresponding lease liabilities, representing the net present value of the lease payments, are recognized as long-term or current liabilities depending on the period in which they are due. The lease payments are initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group\u2019s incremental borrowing rate, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Generally, the group uses its incremental borrowing rate as the discount rate. Leased assets and liabilities are not recognized for low-value items and short term leases. Short-term leases are leases with an initial lease term of 12 months or less. The lease payments associated with these low-value items and short term leases are recognized on a straight-line basis as an expense over the lease term. Lease interest is charged to the income statement as an interest expense. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew by considering all relevant factors that create an economic incentive for it to exercise the renewal. (I) Other, short and long term investments Each category of investment is accounted for at trade date. Investments in equity securities Investments in equity securities are undertakings in which the group does not have significant influence or control. This is generally evidenced by ownership of less than 20% of the voting rights. Such investments are recorded at their fair value on the balance sheet, unless the fair value cannot be reliably determined in which case they are carried at cost less impairment losses. The fair value is the quoted bid price at balance sheet date. On initial recognition, the entity can determine, on an instrument-by-instrument basis, whether subsequent changes in fair value should be recorded in other comprehensive income or directly in profit or loss. The choice is irrevocable. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. If investments in equity securities are disposed, and on initial recognition it was chosen to record subsequent changes in fair value in other comprehensive income, the cumulative gain or loss previously recognized in other comprehensive income remains in other comprehensive income and is never reclassified to profit or loss. Changes in fair value of investments in equity securities are recognized in Finance (costs) / income in the consolidated income statement for the following investments: \u2022 Rieter Holding AG (note 14 - Investments accounted for using the equity method, other investments and guarantees). Other investments and guarantees Other investments mainly include cash guarantees. They are initially measured at fair value. Subsequently other investments are measured at amortized cost. Short term investments Short term investments include cash deposits and short term bank notes with a maturity at inception in excess of three months and are intended to be held to maturity less than one year (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. Long term investments Long term investments include cash deposits and long term bank notes with a maturity at inception of more than 12 months and are intended to be held to maturity (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. (J) Impairment The carrying amounts of property, plant and equipment, and intangible assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset\u2019s recoverable amount is estimated for an individual asset or for a cash-generating unit. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units. An impairment loss is recognized whenever the carrying amount of an asset or the related cash-generating unit exceeds its recoverable amount. Impairment losses are recognized in the income statement. Goodwill and intangible assets not yet available for use are tested for impairment at least annually, and when an indication of impairment exists. An impairment is determined for goodwill by assessing the recoverable amount of each cash-generating unit to which the goodwill relates. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units and then, to reduce the carrying amount of other assets in the cash-generating unit on a pro rata basis. Calculation of recoverable amount The recoverable amount of an asset or cash-generating unit is the higher of its fair value less costs to sell and its value in use. The value in use is the net present value of the estimated future cash flows from the use of an asset or cash-generating unit. In assessing the value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, to the business etc. \u2026 In determining the fair value less costs to sell, recent market transactions are taken into account, if these are available. If an impairment is a consequence of classifying the assets as non-current assets classified as held for sale, then management\u2019s best estimate is used as a basis for the determination of the fair value of the assets (also based on knowledge of previous transactions with similar assets). Reversal of impairment An impairment loss, in respect of the group\u2019s assets other than goodwill, recognized in prior periods, is assessed at each balance sheet date for any indication that the impairment loss has decreased or no longer exists. If there has been a change in the estimates used to determine the recoverable amount on assets other than goodwill, the previously recognized impairment loss is reversed through the EBIT adjusting items in the income statement, to the extent that the asset\u2019s carrying amount does not exceed its recoverable amount, nor the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. An impairment loss in respect of goodwill cannot be reversed. Financial assets In accordance with IFRS 9, the group recognizes expected credit losses on trade receivables following the simplified approach. Lifetime expected losses are recognized for the trade receivables, excluding recoverable VAT amounts. A provision matrix is used in order to calculate the lifetime expected credit losses for trade receivables, which is based on the overdue amounts at the reporting date and uses historical information on defaults. The group considers a financial asset in default when contractual payments are 60 days past due. For all receivables in excess of 60 days past due, the provision matrix calculates an allowance between 20% and 100%. However, in specific cases, the group may also consider a financial asset in default when specific objective evidence of an impairment is obtained as a result of one or more events, which occurred after the initial recognition of the asset, and that loss event(s) had an impact on the estimated future cash flows of that asset that can be estimated reliably. Objective evidence of impairment includes debtor experiencing significant financial difficulty, default or delinquency by a debtor, indications that a debtor will enter bankruptcy, or economic conditions that correlate with defaults. Impairment losses are recognized in the consolidated income statement. (K) Inventories Inventories are stated at the lower of cost and net realizable value. The cost is determined by the weighted average cost method (operating segments Agro, Bio-Valorization and Industrial Solutions) and by the First-in First-out (FIFO) method (operating segment Machines & Technologies). The cost of finished goods and work in progress comprises raw materials, other production materials, direct labor, other direct costs and an allocation of fixed and variable production overhead based on normal operating capacity. Cost of inventories includes the purchase, conversion and other costs incurred to bring the inventories to their present location and condition. Net realizable value represents the estimated selling price, less all estimated costs of making the product ready for sale. (L) Trade and other receivables Trade and other receivables are initially measured at fair value and subsequently stated at amortized cost less appropriate allowances for impairment losses (see accounting policy J) . (M) Cash and cash equivalents Cash includes cash in hand and cash with banks. Cash equivalents are short-term, highly liquid investments that are readily convertible into known amounts of cash, have a maturity date of three months or less from the date of inception and are subject to an insignificant risk of change in value. Cash and cash equivalents are recognized at their fair value. (N) Issued capital Ordinary shares Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognized as a reduction from equity, net of any tax effects. Repurchase of issued capital When share capital recognized as equity is repurchased, the amount of the consideration paid, including directly attributable costs, is recognized as a change in equity. Repurchased shares are classified as treasury shares and presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is presented in retained earnings. Dividends Dividends are recognized as a liability in the period in which they are declared. (O) Non-derivative financial liabilities Non-derivative financial liabilities are recognized initially at fair value, less attributable transaction costs. Subsequent to initial recognition, interest-bearing loans and borrowings are stated at amortized cost with any difference between cost and redemption value being recognized in the income statement over the period of borrowings on an effective interest basis. Export financing is used within the operating segment Machines & Technologies. The group allows long-term payment of trade receivables provided that these are financed via export financing by banks and are guaranteed by an external credit insurance company. Upon invoicing of machine contracts, the related trade receivable (which is spread over several years) is recognized within \u201cTrade and other receivables\u201d. There are several options to finance these non-current trade receivables. If the group takes out a parallel supplier credit with a financial institution, this debt will be recorded within \u201cLoans and borrowings\u201d. The group may also decide to proceed with discounting these receivables through a financial institution or a credit insurance company. In this case, the trade receivables will be settled the moment the risk of the asset is transferred. The costs of discounting are included in the consolidated income statement within \u201cOther finance costs\u201d. The income related to re-invoicing these interest costs to the customer is included in the consolidated income statement within \u201cOther finance income\". (P) Provisions Provisions are recognized in the balance sheet when the group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. The unwinding of the discount is presented as a component of finance costs. Restructuring A provision for restructuring is recognized when the group has approved a detailed and formal restructuring plan, and the restructuring has either commenced or has been announced to those affected by it. Future operating costs are not provided for. Environmental obligations and dismantlement obligations These provisions are based on legal and constructive obligations from past events, in accordance with applicable legal requirements. Onerous contracts A provision for onerous contracts is recognized when the expected benefits to be derived by the group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. Such provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the group recognizes an impairment loss on the assets associated with that contract. Warranties A provision for warranty costs will be made for products under warranty on the basis of historical data with regard to repairs and returned goods. A provision is recognized for performance warranties based on individual analysis. (Q) Employee benefits Post-employment benefits Post-employment benefits include pensions and medical benefits. The group operates a number of defined benefits and defined contribution plans throughout the world, of which the assets are generally held in separate pension funds. Separate trusts and insurers generally hold the pension plans. - Defined contribution plans: A defined contribution plan is a pension plan under which the group pays fixed contributions into a fund. There is no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Contributions to defined contribution pension plans are recognized as an expense in the income statement as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available. - Defined benefit plans: A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement. For defined benefit plans, the pension accounting costs are assessed separately for each plan using the projected unit credit method. Under this method, the cost of providing pensions is charged to the income statement in order to spread the regular cost over the service lives of employees in accordance with the advice of qualified independent actuaries who carry out annually a full valuation of the plans. The pension obligation recognized in the balance sheet is determined as the present value of the defined benefit obligation, using interest rates of high quality corporate bonds that are denominated in the currency in which the benefits will be paid, and which have terms to maturity approximating the terms of the related liability, less the fair value of the plan assets. In countries where there is no deep market in such bonds, the market rates on government bonds are used for discounting. Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss. Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, and the effect of the asset ceiling (if any), are charged or credited to equity in other comprehensive income in the period in which they arise. Where the calculation results in a potential asset for the group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. Past service costs, settlement costs and gain or loss on curtailment are recognized immediately in the income statement. Termination benefits (pre-retirement plans, other termination obligations) These benefits arise as a result of the group\u2019s decision to terminate the employment of an employee or group of employees before the normal retirement date or of an employee\u2019s decision to accept voluntary redundancy in exchange for those benefits. These benefits are recognized as a liability and an expense at the earlier of the following dates: when the group can no longer withdraw the offer of those benefits, or when the group recognizes costs for a restructuring that is within the scope of IAS 37 Provisions and involves termination benefits. If benefits are conditional on future service, they are not treated as termination benefits but as post- employment benefits. Short and long-term benefits Short- and long-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term cash bonus or profit- sharing plans if the group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. (R) Income tax Income tax expense comprises current and deferred tax. Income tax is recognized in the income statement except to the extent that it relates to items recognized directly to equity or other comprehensive income, in which case it is recognized in equity or other comprehensive income or it relates to a business combination, in which case it is recognized against goodwill. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. Deferred tax is provided using the balance sheet liability method, for temporary differences arising between the carrying values of assets and liabilities for financial reporting purposes and the basis used for taxation purposes. The following temporary differences are not provided for: taxable temporary differences arising on the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit and differences relating to investments in subsidiaries to the extent that these will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date, and reflects uncertainty related to income taxes, if any. A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that related tax benefit will be realized. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. Additional income taxes that arise from the distribution of dividends are recognized at the same time as the liability to pay the related benefit. (S) Trade and other payables Trade and other payables are stated at fair value at initial recognition and subsequently at amortized cost. (T) Income Revenue The five-step model to account for revenue arising from contracts with customers is used. Revenue is recognized at an amount that reflects the consideration to which the group expects to be entitled in exchange for transferring goods or services to a customer. - Sale of goods The majority of the group\u2019s revenue consists of the sale of goods. Products are generally sold directly or through distributors to the customers. Revenue is recognized based on the transfer of control of ownership. The point of recognition is dependent on the contract sales terms, known as the International Commercial terms (Incoterms). The timing of the revenue recognition is not significantly different from the transfer from risk and rewards. The sale of goods, including transportation, qualifies as a separate performance obligation. The related costs of transportation are incurred as part of the performance obligation to transfer goods to the customer. In the operating segment Machines & Technologies, the installation of the machine at the customer is considered to be a separate performance obligation as the customer or another third party could also install the machine. However, the turnover related to these installations is considered to be insignificant. - Rendering of services The amount of revenue from services is not presented separately in the income statement because it currently represents an insignificant portion of total revenue for the group. The sale of services qualifies as a separate performance obligation, of which revenue is recognized when a customer obtains control of the services, which can be at a point in time or over time. For each performance obligation satisfied over time, revenue is recognized by measuring the progress towards complete satisfaction of that performance obligation at the end of each reporting period. - Projects For revenue out of projects, the amount of revenue is measured by reference to the progress made towards complete satisfaction of the performance obligation. These projects generally have a lifetime of less than one year. Customer contracts might include trade discounts or volume rebates, which are granted to the customer if the delivered quantities exceed a certain threshold. In these cases, the transaction price includes a variable consideration. The effect of the variable consideration, recognized at fair value, on the transaction price is taken into account in revenue recognition by estimating the probability of the realization of the discount or rebate for each contract. Customer contracts might contain consignment arrangements. The products are shipped and stored in owned or rented tanks at the customer\u2019s premises. The revenue is only recognized at the moment the product is actually withdrawn by the customer. The sales price will be the applicable market price at that moment. Finance income Finance income comprises interest receivable on funds invested, dividend income, foreign exchange gains, gains on derivative financial instruments, that are not part of a hedge accounting relationship and the recharging of financing costs related to the sale of weaving machines. Interest income is recognized in the income statement as it accrues, taking into account the effective yield on the asset. Dividend income is recognized in the income statement on the date the entity\u2019s right to receive payments is established. (U) Expenses Finance costs Finance costs comprise interest payable on loans and borrowings, the interest component of lease payments, unwinding of the discount on provisions, foreign exchange losses, losses on derivative financial instruments, that are not part of a hedge accounting relationship, and finance costs related the sale of weaving machines. Interest expense is recognized as it accrues, taking into account the effective interest rate. (V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. (W) Earnings per share The group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held. The diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise share options granted to the management. (X) Segment reporting Operating segments are components of the group that engage in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the group\u2019s other components. Discrete financial information is available and evaluated regularly by the Executive Committee in deciding how to allocate resources and in assessing performance. The Executive Committee has been identified as the chief operating decision maker. Aggregation of segments has been done in accordance with IFRS 8 Operating segments and only when the segments have similar economic characteristics based upon their nature of products and services, nature of the production process, type or class of customer, methods used to distribute products or provide services and the nature of the regulatory environment. The segment information reported to the Executive Committee (including the measurement of segment profit or loss, segment assets and liabilities) is prepared in conformity with the same accounting policies as those described in the summary of material accounting policies. Revenues, expenses and assets are allocated to the operating segments to the extent that items of revenue, expenses and assets can be directly attributed or reasonably allocated to the operating segments. Transfer prices between operating segments are in a similar way to transactions with third parties. (Y) Changes in accounting policy and disclosures The following amendments and annual improvements to standards are mandatory for the first time for the financial year beginning January 1, 2023 and have been endorsed by the European Union. These did not have a significant impact on the financial statements of the group: \u2022 IFRS 17 Insurance Contracts \u2022 Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates \u2022 Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies \u2022 Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 Amendments to IFRS 17 Insurance contracts: initial application of IFRS 17 and IFRS 9 - Comparative information \u2022 Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model Rules The following amendments to standards have been issued, have been endorsed by the European Union, and are effective for the first time for the financial year beginning on or January 1, 2024: \u2022 Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback \u2022 Amendments to IAS 1 Presentation of Financial statements: Classification of Liabilities as Current or Non-current The group has not applied this amended standard in preparing the 2023 consolidated financial statements. The group is currently assessing the new rules, and at this stage, is not expecting any of these new rules to have a significant impact on the financial statements of the group. The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2024 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2025 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability 2. Determination of fair values A number of the group\u2019s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and disclosure purposes based on the methods described below. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When measuring the fair value of an asset or a liability, the group uses market observable data as far as possible, or valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: \u2022 Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. \u2022 Level 2: inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. \u2022 Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). The group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. For the purpose of fair value disclosures, the group has determined classes of assets and liabilities on the basis of the nature, characteristics and risk of the asset or liability and the level of the fair value hierarchy as explained above. Further information about the assumptions made in measuring fair values is included in note 4 - Acquisitions and disposals and note 26 - Financial instruments. Property, plant and equipment The fair value of property, recognized as a result of a business combination or used in impairment testing, is based on the estimated amount for which a property could be exchanged on the date of valuation in an arm\u2019s length transaction. The result is benchmarked with market values, if available. If no significant and active market exists, the replacement cost is used. The fair value of items of plant and equipment is based on the market or cost approach using quoted market prices for similar items when available and replacement costs when appropriate. The replacement cost is the combined result of the cost of a new plant and equipment with the same capacity and the value in use considering the business activity. The measurement of the fair value of property, plant and equipment is based on valuation studies which are performed internally as well as outsourced to external, independent valuation companies having appropriate qualifications and experience. Intangible assets The fair value of intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets and on valuation studies performed internally as well as outsourced to external independent valuation companies having appropriate qualifications and experience. I nventories The fair value of inventories is based on the current market price for raw materials and the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale for finished products including a margin. Derivative financial instruments The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the forward rate at closing date. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby takes into account the current unrealized gains or losses on open contracts. Other financial instruments The fair values of an electricity purchase agreement and an electricity sale agreement have been estimated using a discounted cash flow method, making certain assumptions about the model inputs, including a risk-adjusted discount rate, and a commodities market price. The fair values are categorized as level 3 as they are partly based on unobservable market data. 3. Segment reporting The group has 5 operating segments based on the principal business activities, economic environments and value chains in which they operate, as defined under IFRS 8 Operating Segments. The information provided below is consistent with the information that is available and evaluated regularly by the Chief Operating Decision Maker (the Executive Committee). The following summary describes the operations in each of the group\u2019s reportable segments: \u2022 \u201cAgro\u201d - includes production, trading and distribution of crop nutrients and crop protection products and includes the following businesses: Crop Vitality, Tessenderlo Kerley International, NovaSource and Violleau. These activities individually meet the definition of a business segment and were aggregated under the operating segment \u201cAgro\u201d in line with the stipulations under IFRS 8.12. This aggregation was possible because these activities sell the same or similar products, their production process is similar and these activities have the same or the same type of customers, while the distribution method of the products is also similar. In addition, there is close cooperation between these activities and management makes decisions that simultaneously have an impact on the various activities. \u2022 \u201cBio-valorization\u201d - includes collecting and processing of animal by-products; production and distribution of gelatins and collagen peptides and rendering, production and sales of proteins and fats and includes the following businesses: PB Leiner and Akiolis. These activities individually meet the definition of a business segment and were aggregated under the segment \u201cBio-valorization\u201d in line with the stipulations under IFRS 8.12. This aggregation was possible because these activities sell the same or similar products, their production process is similar and these activities have the same or the same type of customers, while the distribution method of the products is also similar. In addition, there is close cooperation between these activities and management makes decisions that simultaneously have an impact on the various activities. \u2022 \u201cIndustrial Solutions\u201d - includes all possible water applications (water transport, water treatment, leaching, recovery of water from industrial processes). This segment includes the following distinguishable commercial names: DYKA Group (with DYKA, JDP and BT Nyloplast), moleko and Kuhlmann Europe. These components are not considered to be separate operating segments. \u2022 \u201cMachines & Technologies\u201d: covers the production, development and sale of high-tech weaving machines and other \u201coriginal equipment manufacturers\u201d industrial products. This segment includes Picanol (weaving machines), Proferro (foundry and mechanical finishing), and PsiControl (electronics development and production) activities. These components are not considered to be separate operating segments. \u2022 \u201cT-Power\u201d - includes a gas-fired 425 MW power plant in Tessenderlo (Belgium). A tolling agreement was concluded with RWE group for a period of 15 years (until mid-year 2026) for the full capacity of the plant. The costs included within Adjusted EBIT, related to the corporate activities, are allocated to the different operating segments they support, based on the gross profit per operating segment. Transfer prices between operating segments are similar to transactions with third parties. The measure of segment profit/loss is Adjusted EBIT, which is consistent with information that is monitored by the chief operating decision maker. The group is a diversified specialty group that is worldwide active in many areas of machinery, agriculture, food, water management, efficient re(use) of natural resources and other industrial markets. The products of the group are used in various applications, industrial and consumption markets. Although a leadership position is occupied by the group in a number of diverse markets, the diversification of the group\u2019s revenue makes the group not reliant on major customers. The majority of the group\u2019s revenue consists of the sale of goods. Products are generally sold directly or through distributors to the customers. Revenue is therefore recognized when the goods are delivered to the customers, where the point of recognition is dependent on the contract sales terms, known as the International Commercial terms (Incoterms). The group also recognizes revenue from the sale of services. These mainly relate to the collection of organic materials within Akiolis (operating segment Bio-valorization), and R&D services sold by Psicontrol in the operating segment Machines & Technologies. In this case, the revenue is recognized when the customers obtain control of the services, predominantly at a point in time. The major line items of the income statement and statement of financial position are shown per operating segment in the table below. The Pro Forma information shows the impact as if the acquisition of Picanol Group by Tessenderlo Group would have occurred as of January 1, 2022, thereby impacting the statement of financial position per December 31, 2022 and the income statement as from January 1, 2022. These impacts are presented solely for comparison reasons. The 2022 figures of Tessenderlo Group have not been restated.
(Million EUR)
note
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
Following the acquisition of Picanol Group (note 4 - Acquisitions and disposals), the non-current segment assets are impacted by the remaining amount of acquisition accounting adjustments (309.4 million EUR as per December 31, 2023), which were recognized by Picanol Group on the date of initial consolidation of Tessenderlo Group (January 1, 2019). These fair value adjustments were recognized on property, plant and equipment, intangible assets and goodwill. The decrease compared to the 2022 Pro Forma figures (365.0 million EUR) is explained by the yearly amortization and depreciation charges. The increase of the non-current segment assets within the operating segment Bio-valorization can mainly be explained by the acquisition of, and the further investments in, the real estate and production assets of a former rendering company in Ribera d\u2019Ondara (Spain) by Akiolis Iberia S.L. (note 4 - Acquisitions and disposals, note 11 - Property, plant and equipment) as well as the acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co Ltd. (note 11 - Property, plant & equipment). The decrease of the non-current segment assets within the operating segment T-Power is mainly due to the amortization and depreciation of the fair value adjustments within T-Power nv, fully acquired in 2018. The remaining net book value of the customer list recognized amounts to 52.8 million EUR per December 31, 2023 and the yearly amortization charge amounts to -21.1 million EUR. The increase of the non-current segment assets, compared to the Pro Forma figures, within the operating segment Machines & Technologies is mainly related the new headquarter office in Ieper (Belgium), which is currently under construction . The current segment assets of the operating segments Agro and Industrial Solutions were impacted by lower inventories, while the current segment assets of Machines & Technologies were impacted by lower trade receivables following a lower activity. The current segment assets of the operating segment Bio-valorization were impacted by a higher inventory level compared to year-end 2022. The decrease of the segment liabilities within Agro and Machines & Technologies can be explained by lower trade payables, linked to a lower activity. Non-allocated segment liabilities mainly include environmental provisions recognized for the plants in Belgium (Ham, Tessenderlo, Vilvoorde) and France (Loos). In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers. Non-current segment assets (property, plant and equipment, goodwill and intangible assets) are based on the geographical location of the assets.
Revenue by market
Non-current segment assets
2023
2022
2022
2023
2022
2022
(Million EUR)
Pro Forma
Pro Forma
Europe
1,597.8
1,417.5
1,620.4
965.7
931.2
760.4
North America
781.6
863.5
888.3
435.3
475.6
217.0
South America
116.2
127.3
144.7
59.9
64.1
45.0
Asia
362.3
108.7
591.8
13.9
10.8
5.4
Rest of the world
70.4
70.5
76.6
-
-
-
Tessenderlo Group
2,928.3
2,587.5
3,321.7
1,474.8
1,027.8
1,481.7
4. Acquisitions and disposals 2023 acquisitions and disposals Acquisition of Picanol Group On July 8, 2022, Tessenderlo Group and Picanol Group announced their intention to combine the industrial activities of both companies into one large industrial group. Since 2013, Picanol Group had a reference interest in Tessenderlo Group, and since 2019, Tessenderlo Group was fully consolidated in the results of Picanol Group. On the announcement date, Picanol Group, through its wholly owned subsidiary Verbrugge nv, held 21,860,003 (50.65%) shares in Tessenderlo Group to which 62.89% of the voting rights were attached. Partly based on corporate opportunity considerations, it was considered by both companies advisable to be able to manage the group in the future as one integrated group with one stock exchange listing and one Board of Directors, which would also provide additional liquidity to the shareholders of Picanol Group. To this end, Tessenderlo Group shares would be offered to Picanol Group shareholders for their shares through an exchange offer. The capital increase by contribution in kind of shares in the company Picanol nv within the framework of the voluntary public exchange offer was approved by the extraordinary general shareholders meeting on October 18, 2022. Following this approval, Tessenderlo Group launched a voluntary public exchange offer for all shares issued by Picanol Group. More specifically, all Picanol Group shareholders were offered the opportunity to exchange their Picanol Group shares for new shares in Tessenderlo Group. The exchange ratio was 2.36 new shares in Tessenderlo Group per tendered share in Picanol Group. During the initial acceptance period, 17,554,604 Picanol Group shares were tendered to the exchange offer. The payment of the offer price, consisting of the new shares in Tessenderlo Group and the cash consideration for the fractions of the new shares, took place on January 2, 2023. On that date Tessenderlo Group issued 41,428,134 new shares and increased its issued capital and share premium by 207,579,351 EUR and 1,473,988,607 EUR respectively. The new shares were listed on Euronext Brussels on January 2, 2023. Consequently, Tessenderlo Group owned 97.90% of the shares in Picanol Group as of January 2, 2023. In January 2023, Tessenderlo Group mandatorily reopened its voluntary public exchange offer for all shares of Picanol Group. During this reopening, 255,735 additional Picanol Group shares were tendered to the exchange offer. Consequently, Tessenderlo Group held 99.32% of the shares of Picanol Group. The payment of the offer price, consisting of the new shares in Tessenderlo Group and the cash consideration for the fractions of the new shares, took place in February 2023. Tessenderlo Group issued 603,307 new shares and increased its issued capital and share premium by 3,022,923 EUR and 21,465,308 EUR respectively. The new shares were listed on Euronext Brussels on February 10, 2023. Since Tessenderlo Group, together with persons acting in concert with him, held more than 95% of the shares in Picanol Group and had acquired at least 90% of the shares that were the subject of the exchange offer, Tessenderlo Group was able to oblige the remaining shareholders of Picanol Group to exchange their shares at the offer price. Tessenderlo Group therefore decided to proceed with a final reopening of the exchange offer for acceptance to acquire the remaining 121,427 Picanol Group shares. The reopening had the effect of a simplified squeeze-out. In February 2023, Tessenderlo Group reopened its public exchange offer for all remaining shares of Picanol Group. The reopening as a simplified squeeze-out resulted in the delisting of Picanol Group by Euronext on March 3, 2023, after close of trading. During this reopening, 90,695 additional Picanol Group shares were tendered to the exchange offer, while 30,732 shares remained untendered. Since the bid was reopened as a simplified squeeze-out offer, the remaining shares of Picanol nv that were not tendered in the Exchange Offer prior to closing of the final acceptance period were transferred to the Bidder by force of law and the relevant shareholders will have to request payment of the offer price for their shares at the Deposit and Consignment Office. The payment of the offer price, consisting of the new shares in Tessenderlo Group and the cash consideration for the fractions of the new shares, took place in March 2023. Tessenderlo Group issued 286,342 new shares and increased its issued capital and share premium by 1,434,742 EUR and 10,187,880 EUR respectively. The new shares were listed on Euronext Brussels on March 17, 2023. Consequently, Tessenderlo Group held 100% of the shares of Picanol Group. As from January 2023 Picanol Group is fully consolidated in the results of Tessenderlo Group. The management of the group considered that the accounting policy, to be adopted by the group with respect to the contribution in the consolidated financial statements of the group prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union, is not in scope of IFRS 3 as: \u2022 if the group would be viewed as the accounting acquirer of Picanol Group, the transaction meets the definition of a business combination, but is excluded from the scope of IFRS 3 as it incorporates a business combination between entities under common control and; \u2022 if the group is not viewed as the accounting acquirer, the contribution is not a business combination as Picanol Group is already controlling Tessenderlo Group before the contribution and will not obtain control as a result of the contribution. The transaction is assessed to be a \u2018common control\u2019 transaction as the control before and after the transaction remains ultimately in the hands of the same majority shareholder (Oostiep Group bv). As a result, the group concluded that the contribution is outside the scope of IFRS 3, and concluded that there are no IFRS requirements that specifically apply to the contribution. Consequently the group considered the requirements of IAS 8.10-12 to develop the following accounting policies for the contribution: \u2022 Assets and liabilities are measured at their carrying amounts as reported in the financial statements of Picanol Group as before the transaction, including the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and the related goodwill as a result of the acquisition. This implies that assets and liabilities will reconcile with the published consolidated financial statements of Picanol Group for the year ended December 31, 2022. In the absence of IFRS principles, management considered US GAAP guidance ASC 805-50-30-5 in this respect which states: \u201cWhen accounting for a transfer of assets or exchange of shares between entities under common control, the entity that receives the net assets or the equity interests shall initially measure the recognized assets and liabilities transferred at their carrying amounts in the accounts of the transferring entity at the date of transfer. If the carrying amounts of the assets and liabilities transferred differ from the historical cost of the parent of the entities under common control, for example, because pushdown accounting had not been applied, then the financial statements of the receiving entity shall reflect the transferred assets and liabilities at the historical cost of the parent of the entities under common control\u201d. The acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 relate to: - Fair value adjustments on property, plant and equipment - Recognition of goodwill - Fair value adjustments on intangible assets - Fair value adjustments on an interest-bearing financial liability - Deferred tax liabilities as a result of the fair value adjustments described above The impact of the purchase price allocation adjustments on the consolidated income statement relate to: - Additional annual amortization and depreciation expenses of the fair value adjustments recorded on the non-current assets described above - Adjustment to the interest expense of an interest-bearing financial liability as described above - Deferred taxes as a result of the adjustments described above These adjustments in its nature will have a continuing impact on the consolidated income statement of Tessenderlo group, but the amounts will change over time. \u2022 The total amount of equity is measured as the one reported in note 31 - Subsequent events in the published consolidated financial statements of Tessenderlo Group for the year ended December 31, 2022 (1,919.2 million EUR), after including a -9.7 million EUR adjustment related to the goodwill which Picanol Group allocated to the operating segment T-Power. In 2022, Tessenderlo Group recognized an impairment loss for an amount of -37.6 million EUR on the assets of the cash-generating unit T-Power and consequently any related goodwill should have been impaired as well. \u2022 The own shares held by Picanol Group (Picanol Group is holding 21,860,003 shares of Tessenderlo Group through its subsidiary Verbrugge nv) are valued on the basis of the value of a Tessenderlo Group share as determined before the determination of the exchange ratio (40.59 EUR). As a further simplification of the group after the transaction, Verbrugge nv merged into Picanol nv as of July 31, 2023. The group intends to cancel the own shares, now held through its direct subsidiary Picanol nv, in 2024. The table below summarizes the impact of the acquisition of Picanol Group on the financial position of the group as of January 2023:
Fair value adjustments
recognized by Picanol Group on
Picanol Group
Total
(Million EUR)
Tessenderlo Group
Total non-current assets
365.0
166.9
531.9
Property, plant and equipment (note 11)
114.9
88.0
202.9
Goodwill
0.4
-
0.4
Intangible assets (note 13)
249.8
0.8
250.6
Other investments
-
75.2
75.2
Deferred tax assets
-
1.3
1.3
Trade and other receivables
-
1.6
1.6
Total current assets
0.0
258.9
258.9
Inventories
-
107.5
107.5
Trade and other receivables
-
105.8
105.8
Current tax assets
-
6.4
6.4
Cash and cash equivalents
-
39.3
39.3
Assets classified as held for sale
0.0
0.2
0.2
Total assets
365.0
426.0
791.0
recognized by Picanol Group on
Fair value adjustments
Picanol Group
Total
(Million EUR)
Tessenderlo Group
Total non-current liabilities
89.0
8.8
97.8
Loans and borrowings
1.1
1.6
2.8
Employee benefits
-
3.0
3.0
Deferred tax liabilities
87.8
4.1
92.0
Total current liabilities
0.0
187.0
187.0
Loans and borrowings
-
2.5
2.5
Trade and other payables
-
178.6
178.6
Current tax liabilities
-
1.8
1.8
Employee benefits
-
0.6
0.6
Provisions
-
3.4
3.4
Total liabilities
89.0
195.7
284.7
Net assets acquired
276.0
230.3
506.3
Own shares Tessenderlo Group nv acquired
887.3
Total net assets acquired
1,393.6
Increase in capital and share premium as a result of new shares issued by Tessenderlo Group nv
-1,717.7
Reserves related to Picanol Group acquisition
-324.2
Acquisition: Former Spanish rendering company
In January 2023, the group announced that the business unit Akiolis (operating segment Bio-
valorization) acquired the real estate and production assets of a former Spanish rendering company
(Ribera d\u2019Ondara, Lleida, Spain). The plant specializes in the rendering of pork and poultry, and it is
located in one of the densest regions for pork and poultry farms in Spain. This acquisition will expand
the activities of Akiolis on the Iberian Peninsula and strengthen its position in the European rendering
market. The group acquired the real estate and production assets, while the industrial process
knowledge of the business unit Akiolis was put in place to resume operations under the name Akiolis
Iberia. Due to lack of a substantive process, the group concluded that this transaction does not meet
the definition of a business combination in accordance with IFRS 3 Business combinations. The group
recognized the individual identifiable assets acquired, mainly consisting of land and buildings.
Disposal: 40% minority share of PB Brasil Industria e Comercio de Gelatinas Ltda
In November 2022, the group announced that the business unit PB Leiner (operating segment Bio-
valorization) reached an agreement in Brazil with D&D Participa\u00e7\u00f5es Societ\u00e1rias, which is one of the
country\u2019s leading tannery groups. Under the terms of this agreement, D&D Participa\u00e7\u00f5es Societ\u00e1rias
acquired a 40% minority stake in the shares of PB Brasil Industria e Comercio de Gelatinas Ltda. The
combined strength of the two companies will enable a long-term sustainable offering of a premium
product range of beef hide gelatin based on PB Leiner\u2019s technology. D&D Participa\u00e7\u00f5es Societ\u00e1rias\u2019
beef hide processing chain, along with PB Leiner\u2019s global commercial network and extensive gelatin
manufacturing know-how, will ensure gelatin of excellent quality. The transaction was closed in
January 2023. The proceeds from the sale of 40% of the shares of PB Brasil Industria e Comercio de
Gelatinas Ltda amount to approximately 26 million USD, of which approximately 16 million USD will
be paid over the period 2024-2026 (which is included within current and non-current trade and other
receivables as per December 31, 2023). An amount of 10.6 million USD (9.8 million EUR) was received
in cash upon completion of the transaction. In addition, the group is entitled to a contingent
consideration (up to 6 million USD) depending on the future performance of the subsidiary, which is
valued net of withholding taxes at 5.1 million USD. As the group retained control in the Brazilian
subsidiary, the gain realized on the sale of this minority interest for an amount of 15.2 million EUR was
recognized in equity, while an amount of 9.5 million EUR was recognized as non-controlling interest.
Liquidation of PB Shengda (Zhejiang) Biotechnology Co., Ltd. PB Shengda (Zhejiang) Biotechnology Co., Ltd, a 50% joint-venture between Tessenderlo Group and Zhejiang Shengda Ocean Co., Ltd, a Chinese state-owned company was established in June 2020 for the construction of a marine collagen peptides plant. Both partners agreed in 2021 to terminate the joint-venture agreement and the company was dissolved in 2023. The liquidation of this company had no significant impact on the financial statements of the group. Liquidation of John Davidson Holdings Ltd. and DYKA UK Ltd. In December 2023, the dormant companies John Davidson Holdings Ltd. and DYKA UK Ltd. have been (substantially) dissolved. Both 100% subsidiaries were dormant companies without any remaining activity. As a result of the liquidation, the related translation reserves were recycled in EBIT adjusting items for an amount of +1.1 million EUR (note 6 - EBIT adjusting items). 2022 acquisitions The group recognized fair value adjustments related to the acquisition (in August 2022) of the product line Lannate\u00ae by the NovaSource\u00ae business unit (operating segment Agro) and the acquisition (in September 2022) of a production plant and associated business in Gaillon (France) by the DYKA Group business unit (operating segment Industrial Solutions). The group did not obtain new information, within one year after the acquisition, about facts and circumstances that existed at the date of acquisition, which would have resulted in a revision of the acquisition accounting. 5. Other operating income and expenses Other operating income and expenses are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Additions to provisions
-0.8
-1.0
-1.0
Research and development cost
-29.5
-13.1
-28.5
Taxes other than income taxes
-3.2
-4.4
-4.4
Expenses related to defined benefit plans
23
-1.0
-1.4
-1.4
Gains on disposal of property, plant and equipment and intangible assets
0.0
0.7
0.7
Reversal/(recognition) of impairment losses on trade receivables
26
0.0
-0.7
-0.7
Other
2.5
1.2
1.2
Total
-32.0
-18.8
-34.1
Costs arising from the research phase of an internal project are expensed as incurred. The major part of research and development costs relates to salaries paid for an amount of -20.3 million EUR (2022: -8.4 million EUR or 2022 Pro Forma: -19.7 million EUR) and depreciation charges for an amount of -0.7 million EUR (2022: -0.6 million EUR or 2022 Pro Forma: -0.7 million EUR). In 2023 and 2022, no significant development costs were capitalized. The other operating income and expenses are mainly explained by the cost of consumed emission allowances, rental income and various individually insignificant items within several subsidiaries of the group. 6. EBIT adjusting items The EBIT adjusting items for 2023 show a net gain of 0.5 million EUR (2022: -12.0 million EUR).
(Million EUR)
note
2023
2022
Gains and losses on disposals
1.2
0.3
Restructuring
-
-0.3
Impairment losses
8/11
-
-37.6
Provisions and claims
-0.5
13.5
Settlement loss UK pension plan
23
-
-7.3
Electricity purchase and sale agreement
-0.5
21.1
Other income and expenses
0.4
-1.6
Total
0.5
-12.0
Impairment losses in 2022 related to property, plant and equipment of T-Power nv (operating segment T-Power), which were impaired for -37.6 million EUR at year-end 2022. Provisions and claims (-0.5 million EUR) mainly relate to the impact of a change in the expected timing of the future cash outflows to cover the estimated cost, over the period 2024-2054, for the remediation of historical soil and ground contamination of the factory sites in Belgium (Ham, Tessenderlo and Vilvoorde) and France (Loos), while the inflation and discount rate applied to these environmental provisions remained stable in 2023 compared to 2022. The 2023 impact amounts to -2.0 million EUR (2022: +16.7 million EUR) (note 24 - Provisions). The remaining items included in provisions and claims relate to several individually insignificant reversals of provisions. In 2022, a settlement loss was recognized on the UK pension plan for an amount of -7.3 million EUR. In December 2022, the trustees of the UK pension fund agreed to secure all benefit payments through a third party insurance contract, which will result in the settlement of all defined benefit obligations of the pension scheme. The premium paid to purchase the bulk annuity was higher than the value of the corresponding liabilities covered by the policy (note 23 - Employee benefits). The impact of an electricity purchase agreement, for which the own-use exemption under IAS 39 is not applicable anymore, was offset by an electricity sale agreement, starting in November 2023. As the terms and conditions of this electricity sale agreement are similar to the electricity purchase agreement, the group will no longer be exposed to the volatility of gas and electricity prices. The total contribution of the two agreements amounted to -4.4 million EUR in 2023 (2022: +13.3 million EUR). The revaluation at fair value of both agreements resulted in a positive impact of +3.8 million EUR (2022: +7.8 million EUR) (note 26 - Financial instruments). Other income and expenses (0.4 million EUR) relate to several other individually insignificant items. 7. Payroll and related benefits The payroll and related benefits costs, excluding restructuring costs, are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Wages and salaries
-376.4
-277.1
-374.0
Employer\u2019s social security contributions
-87.3
-59.9
-80.7
Other personnel costs
-29.5
-19.8
-29.0
Contributions to defined contribution plans
-8.6
-10.2
-10.3
Expenses related to defined benefit plans
23
-5.9
-13.5
-14.5
Total
-507.9
-380.4
-508.4
The number of FTEs at year-end 2023 amounts to 7,242 (2022: 4,956). The increase of the number of FTEs is mainly linked to the acquisition of Picanol Group (operating segment Machines & Technologies) of which the number of FTE\u2019s amounts to 2,166 as per December 31, 2023 (note 4 - Acquisitions and disposals). 8. Additional information on operating expenses by nature Depreciation and amortization on property, plant and equipment (PPE) and intangible assets are included in the following line items in the income statement:
Depreciation on PPE
assets
Amortization on intangible
Total
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
note
Forma
Forma
Forma
Cost of sales
-119.9
-102.3
-118.7
-63.1
-21.7
-63.4
-183.0
-124.0
-182.1
Administrative expenses
-8.9
-6.2
-8.8
-0.5
-0.3
-0.6
-9.5
-6.5
-9.4
Sales and marketing
-1.0
-0.2
-0.3
-4.5
-3.4
-3.4
-5.5
-3.6
-3.7
expenses
Other operating income
5
-0.7
-0.6
-0.7
-
-
-
-0.7
-0.6
-0.7
and expenses
Total
11/13
-130.5
-109.3
-128.5
-68.1
-25.4
-67.3
-198.7
-134.7
-195.8
Impairment losses, included within EBIT adjusting items (note 6 - EBIT adjusting items), have been recognized on property, plant and equipment, intangible assets and goodwill as follows: Total depreciation, amortization and impairment losses in 2023 amount to -198.7 million EUR compared to -172.4 million EUR in 2022 (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). Picanol Group is fully consolidated as from January 2023. The gross carrying amount of the fair value adjustments recognized in January 2023 after the completion of the Picanol Group acquisition amounted to +363.9 million EUR. Depreciation and amortization expenses on these adjustments amount to -46.7 million EUR in 2023 of which -5.6 million EUR on property, plant and equipment and -41.2 million EUR on intangible assets (note 4 - Acquisitions and disposals). Impairment losses in 2022 (-37.6 million EUR) related to the goodwill and property, plant and equipment of T-Power nv (operating segment T-Power). As per December 31, 2023, the value in use calculation of the cash generating unit did not result in a reversal of impairment losses previously recognized. The cash flows till June 2026 are secured through the tolling agreement with RWE, while the cashflows after June 2026 remain more uncertain due to adverse impacts of economic and competitive factors on forward-looking assumptions. 9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
10. Income tax expense The reconciliation between the theoretical tax rate and the effective tax rate for the total income tax expense is as follows:
2023
2022
2022
(Million EUR)
Pro Forma
Recognized in the income statement
Current tax expense
-50.8
-63.7
-69.4
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Deferred tax - due to changes in temporary differences
29.3
10.0
21.8
Deferred tax - due to changes in tax rate
0.3
0.1
0.1
Deferred taxes - recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Total income tax expense in the income statement
-2.0
-62.4
-56.3
Profit (+) / loss (-) before tax
116.4
289.2
217.8
Less share of result of equity accounted investees, net of income tax
-0.5
4.8
4.8
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Effective tax rate
1.7%
21.9%
26.4%
Reconciliation of effective tax rate
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Theoretical tax rate
26.1%
25.9%
23.2%
Expected income tax at the theoretical tax rate
-30.5
-73.8
-49.5
Difference between theoretical and effective tax expenses
28.5
11.4
-6.8
Adjustment on deferred taxes
20.6
-8.1
-8.1
Change in tax rates
0.3
0.1
0.1
Recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Adjustment on tax expenses
7.8
19.5
1.3
Expenses not deductible for tax purposes
-1.1
-0.8
-1.6
Non-taxable income
0.9
0.6
0.8
Capital gains and losses on participations
3.0
-
-9.5
Tax incentives
1.1
1.7
1.8
Use of tax losses / tax credits
1.0
16.5
16.5
Tax losses / temporary differences for which no deferred tax asset has been recorded
-0.0
-1.3
-7.0
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Other
4.1
3.5
0.9
The theoretical aggregated weighted tax rate amounted to 26.1% in 2023 compared to 25.9% in 2022. The decrease of the effective tax rate from 21.9% to 1.7% can be explained by the recognition in 2023 of tax losses previously not recognized, mainly in the United Kingdom, Brazil and Belgium . There have been no corporate income tax reforms impacting significantly the 2023 tax expense. The group operates in a number of jurisdictions which have enacted (or are expected to enact) new legislation to implement the global minimum top-up tax per December 31, 2023. The group performed a high level impact assessment using the 2022 Country-by-Country report (based on local GAAP financials and drafted with Tessenderlo Group nv as the Ultimate Parent Entity) as a basis. This assessment indicates that the group would not be materially impacted by the Pillar 2 legislation in 2022, if it would already have been in effect in that year. In most jurisdictions in which the group has a presence, at least one of the Transitional Safe Harbour tests is met. The group seeks to further improve and fine-tune its impact analysis and methodology going forward. A relevant factor will be that, as from 2023, the Country-by-Country report will be Consolidated Financial Statements (and hence IFRS) based. Since the newly enacted legislation is only effective as from January 1, 2024, there is no current tax impact for the year ended December 31, 2023. The group has applied a temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred. The majority of the current tax expense relates to the activities in the United States and the activities of T-Power nv and Picanol Group subsidiaries in Belgium. The total 2023 current tax expense amounts to -50.8 million EUR (2022: -63.7 million EUR). The income tax paid in 2023 amounts to -46.0 million EUR (2022: -74.6 million EUR). As per December 2023, the group has a current tax receivable outstanding of 15.9 million EUR (2022: 16.8 million EUR), mainly linked to advance payments made by Belgian and French subsidiaries, and a current tax payable of -2.1 million EUR (2022: -1.9 million EUR). The recognition of deferred tax assets on tax losses in 2023 (20.3 million EUR) is the result of the 2023 year-end review of the future taxable profits resulting in the recognition of a deferred tax asset on losses carried forward previously not recognized, mainly in the United Kingdom, Brazil and Belgium. The expenses not deductible for tax purposes include permanent differences such as expenses which are non-deductible under local tax laws (e.g. car expenses and meal expenses). Non-taxable income mainly includes credits for research. The 2023 capital gains on participations mainly relate to the gain realized on the sale of 654,000 Rieter Holding Ag shares (note 9 - Finance costs and income). Tax incentives in 2023 and 2022 include deductions claimed for capital expenditures in France, as well the foreign-derived intangible income (FDII) deduction in the United States. 11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively . The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant 12. Goodwill Goodwill accounts for approximately 1.1% of the group\u2019s total assets as per December 31, 2023, or 31.8 million EUR (2022: 1.4% or 32.1 million EUR). The carrying amount of goodwill per operating segment and per cash-generating is shown in the table below:
2023
2022
(Million EUR)
Pro Forma
Agro
18.5
19.1
Crop Vitality
18.5
19.1
Bio-valorization
6.8
6.8
Akiolis
2.0
2.0
PB Leiner
4.8
4.8
Industrial Solutions
6.6
6.6
DYKA Group
6.6
6.6
T-Power*
-
-
Total
31.8
32.5
* The goodwill on T-Power (9.7 million EUR) was fully impaired as per year-end 2022. The carrying amount of goodwill per operating segment and per cash-generating unit per December 31, 2022, is shown in the table below:
(Million EUR)
2022
Agro
0.6
Bio-valorization
26.3
Group Akiolis
15.0
PB Leiner America
11.3
Industrial Solutions
5.2
John Davidson Pipes
2.2
BT Nyloplast BV
3.0
T-Power*
-
Total
32.1
* The goodwill on T-Power (0.6 million EUR) was fully impaired as per year-end 2022. The acquisition accounting adjustments on goodwill applied by Picanol Group in 2019 have been adopted by Tessenderlo Group as of 2023, while the goodwill per cash-generating unit as reported per December 31, 2022 was reversed (note 4 - Acquisitions and disposals). In 2022, an impairment loss on the assets of the cash-generating unit T-Power and consequently any related goodwill was impaired as well. The group cannot foresee whether an event that triggers impairment will occur, when it will occur or how it will affect the asset values reported. The group believes that all of its estimates are reasonable. They are consistent with the internal reporting and reflect management\u2019s best estimates. The impairment testing on goodwill relies on a number of critical judgments, estimates and assumptions. Goodwill is tested for impairment on the level of its cash-generating unit and is based on value-in-use calculations. The key judgments, estimates and assumptions used in the 2023 calculations were as follows: \u2022 The cash flow projection of the first year was based on the 2024 financial budget approved by the Board of Directors. The forecasted cash flows were based on the following expectations, taking into account internal and external sources. - Estimated revenue was derived from estimated sales volumes and estimated sales prices. Sales volumes were based on past performance and management\u2019s expectation of market development. New product lines or product developments were only included when it was technically feasible to produce with the current assets. Sales prices were based on current market trends, also taking into account inflation and pricing power in the market. - Gross profit margins were based on current sales margin levels, future product mix and estimated evolution of the main raw material prices. - Indirect costs, which do not vary significantly with sales volumes or prices, were based on the current cost structure, including long term inflation forecasts and excluding unrealized future restructuring or cost saving measures. - Capital expenditures only included the cash outflows required to keep the assets in their current condition and did not include future capital expenditures significantly improving or enhancing the assets in excess of their originally assessed standard performance. \u2022 In order to calculate the terminal value, the data of the fifth year were extrapolated by using simplified assumptions such as constant volumes, combined with constant costs. The growth rate was assumed to be 1%. \u2022 Projections were made in the functional currency of the cash-generating unit and were discounted at the after-tax Weighted Average Cost of Capital (WACC) at the level of the cash- generating unit. The latter ranged between 9.1% and 9.6%. Since after-tax cash flows were incorporated into the calculation of the \u201cvalue in use\u201d of the cash-generating units, a post-tax discount rate was used in order to remain consistent. An increase of the WACC by 1% and a simultaneous reduction of total projected future cash flow by 10% would have resulted in an impairment loss for the cash generating unit Akiolis (-19 million EUR). Although the group believes that its judgments, assumptions and estimates are appropriate, actual results may differ from these estimates under different assumptions or conditions. 13. Intangible assets
2023
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2023
95.3
18.2
205.1
27.8
346.3
- change in consolidation scope (note 4)
0.6
2.7
386.6
39.3
429.2
- capital expenditure
0.3
0.4
0.6
0.1
1.4
- net change in emission allowances
-
-
-
2.8
2.8
- sales and disposals
-0.0
-0.0
-
-0.0
-0.1
- transfers
0.1
0.5
-
-0.0
0.5
- translation differences
-2.7
0.0
-7.7
-5.8
-16.1
At December 31, 2023
93.6
21.7
584.6
64.2
764.1
Amortization and impairment losses
At January 1, 2023
-70.8
-16.9
-128.5
-23.3
-239.4
- change in consolidation scope (note 4)
-0.2
-2.2
-154.7
-21.5
-178.6
- amortization (note 8)
-4.0
-0.9
-60.3
-3.0
-68.1
- sales and disposals
0.0
0.0
-
-
0.1
- translation differences
1.9
0.1
4.1
2.8
8.8
At December 31, 2023
-73.0
-20.0
-339.3
-44.9
-477.2
Carrying amounts
At January 1, 2023
24.5
1.3
76.6
4.5
107.0
At December 31, 2023
20.5
1.7
245.4
19.2
286.9
* All intangible assets have a finite useful life.
2022
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2022
71.6
17.4
201.6
27.6
318.2
- change in consolidation scope (acquisitions)
20.7
-
2.5
-
23.1
- capital expenditure
-
0.6
-
-
0.6
- net change in emission allowances
-
-
-
-1.2
-1.2
- sales and disposals
-
-0.0
-
-
-0.0
- transfers
0.1
0.3
-
0.1
0.5
- translation differences
3.0
-0.1
1.0
1.3
5.2
At December 31, 2022
95.3
18.2
205.1
27.8
346.3
Amortization and impairment losses
At January 1, 2022
-65.0
-16.4
-106.1
-21.5
-209.0
- amortization (note 8)
-2.9
-0.6
-21.4
-0.5
-25.4
- sales and disposals
-
0.0
-
-
0.0
- translation differences
-2.8
0.1
-1.0
-1.3
-5.0
At December 31, 2022
-70.8
-16.9
-128.5
-23.3
-239.4
Carrying amounts
At January 1, 2022
6.6
1.0
95.6
6.1
109.2
At December 31, 2022
24.5
1.3
76.6
4.5
107.0
* All intangible assets have a finite useful life. The capital expenditure on intangible assets is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope (250.6 million EUR) mainly relates to the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The main fair value adjustments relate to customer lists (231.9 million EUR) and other intangible assets (trademarks for 15.0 million EUR) related to Crop Vitality and Novasource (operating segment Agro), PB Leiner (operating segment Bio-valorization) and DYKA Group (operating segment Industrial Solutions). The useful life of these intangible assets was initially estimated at 10 years (till 2028) (note 8 - Additional information on operating expenses by nature). The capital expenditure in 2023 mainly relates to the acquisition of the marketing and sales activities for ammonium thiosulfate (ATS) fertilizers produced by Esseco Srl (part of Esseco Group) in Trecate, Italy. The deal became operational in March 2023, and the fertilizers are marketed by the Tessenderlo Kerley International business unit (operating segment Agro). The yearly amortization charge on the customer lists can be mainly explained by: \u2022 The amortization expenses (-38.7 million EUR) on the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019, as explained above. \u2022 The amortization of the customer list of T-Power nv (-21.1 million EUR). This customer list was recognized in 2018, after the acquisition of T-Power nv, for an amount of 163.7 million EUR and represents the fair value of a tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026) for the full capacity of the plant. This customer list is amortized over the remaining duration of the tolling agreement and has been pledged as security for liabilities. No borrowing costs were capitalized during 2023 and 2022. The other intangible assets with finite useful lives mainly consist of emission allowances purchased for own use, know-how, product labels, trademarks and land-use rights. The product labels and the know- how are amortized on a straight-line basis over 10 to 20 years. The net change in emission allowances for +2.8 million EUR (2022: -1.2 million EUR) mainly relates to emission allowances acquired to cover operational emissions for products exposed to carbon leakage. As per December 31, 2023, the carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR (2022: 0.9 million EUR). See note 8 - Additional information on operating expenses by nature for the line items of the income statement in which amortization, impairment losses and reversal of impairment losses have been recorded.14. Investments accounted for using the equity method, other investments and guarantees Investments accounted for using the equity method consist of joint-ventures. The joint-ventures of the group are:
Ownership
Country
2023
2022
Jupiter Sulphur LLC
US
50%
50%
PB Shengda (Zhejiang) Biotechnology Co., Ltd
China
-
50%
\u00c9tablissements Michel SAS
France
50%
50%
Jupiter Sulphur LLC is a joint-venture between Phillips 66 Inc. and Tessenderlo Kerley, Inc.. The joint- venture performs sulfur recovery and manufactures sulfur-based products, which are sold to Tessenderlo Kerley, Inc. Currently Jupiter Sulphur LLC owns and manages two facilities in the United States, located in Ponca City (Oklahoma) and Billings (Montana). PB Shengda (Zhejiang) Biotechnology Co., Ltd, a 50% joint-venture between Tessenderlo Group and Zhejiang Shengda Ocean Co., Ltd, a Chinese state-owned company was dissolved in 2023. In 2023 the group recovered 0.9 million EUR of its investment (carrying amount as per December 31, 2022: 0.7 million EUR). \u00c9tablissements Michel SAS is a 50% joint-venture between Akiolis Group (operating segment Bio- valorization) and a French private equity shareholder. The company is engaged in the production of live bait and owns one production facility in France, located in Villeneuve La Rivi\u00e8re. Akiolis Group provides raw materials from rendering used for the production of maggots and moths. The carrying amount of the investments accounted for using the equity method is as follows:
(Million EUR)
2023
2022
Jupiter Sulphur LLC
22.8
24.7
PB Shengda (Zhejiang) Biotechnology Co., Ltd
-
0.7
\u00c9tablissements Michel SAS
0.8
0.8
Total
23.6
26.2
None of the group\u2019s equity-accounted investees are publicly listed entities and consequentially they do not have published price quotations. Summary of financial information on investments accounted for using the equity method at 100% at December 31:
(Million EUR)
2023
2022
Non-current assets
91.4
103.9
Current assets
23.4
29.7
Total assets
114.8
133.7
Equity
47.2
54.0
Non-current liabilities
11.7
16.8
Current liabilities
55.9
63.0
Total equity and liabilities
114.8
133.7
Revenue
77.5
104.0
Cost of sales
-77.5
-88.6
Gross profit
-0.1
15.5
EBIT (Profit (+) / loss (-) from operations)
-1.4
13.6
Finance (costs) / income - net
-0.2
-0.6
Profit (+) / loss (-) before tax
-1.6
13.1
Profit (+) / loss (-) for the period
-1.1
9.6
Total comprehensive income for the period
-1.1
9.6
The decrease of the profit (+) / loss (-) for the period (-1.1 million EUR) is mainly related to the evolution of the results of Jupiter Sulphur LLC, which were impacted by lower sulfur pricing. The \u201cOther investments and guarantees\u201d (12.2 million EUR) mainly relate to: \u2022 The investment in Rieter Holding Ag (SWX: RIEN) (5.3 million EUR). Through the acquisition of Picanol Group (note 4 - Acquisitions and disposals), the group acquired 708,262 shares of Rieter Holding Ag. In April 2023, the group sold 654,000 shares (which is equivalent to a participation of 14%) for an amount of +80.7 million EUR, resulting in a gain of +11.3 million EUR (note 9 - Finance costs and income). After this sale the group still holds 54,262 shares (1.17% of the total number of outstanding shares of Rieter Holding AG). The remaining investment was revalued at the quoted bid price (90.1 CHF) as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR (note 9 - Finance costs and income). \u2022 A loan granted by Tessenderlo Kerley, Inc.. The loan of 11.0 million USD loan was granted to the joint-venture Jupiter Sulphur LLC, which was fully drawn in the period over 2017 and 2018, and which remains outstanding for 6.3 million USD (5.7 million EUR) as per December 31, 2023. Jupiter Sulphur LLC obtained the same amount from the other joint-venture partner. The loan is interest bearing (3.0%) and outstanding till December 2026 at the latest, whereby the cash needs in Jupiter Sulphur LLC will be taken into account. The granted loan is included in \u201cOther investments and guarantees\u201d in the group\u2019s consolidated statement of financial position. The related interest income is considered to be insignificant and is not eliminated . 15. Deferred tax assets and liabilities
Assets
Liabilities
Net
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
Forma
Forma
Forma
Property, plant and equipment
3.5
3.1
3.1
-63.2
-38.7
-68.0
-59.6
-35.6
-64.9
Intangible assets
4.3
4.5
4.5
-67.5
-21.4
-84.9
-63.1
-16.9
-80.4
Inventories
14.6
11.2
12.4
-
-1.8
-1.8
14.6
9.4
10.6
Employee benefits
8.4
5.9
6.0
-0.2
-0.2
-0.2
8.2
5.8
5.8
Derivative financial instruments
0.5
0.8
0.8
-
-
-
0.5
0.8
0.8
Provisions
6.3
6.6
7.3
-16.0
-15.9
-15.9
-9.7
-9.3
-8.7
Other items
9.4
8.2
8.5
-10.2
-11.7
-11.7
-0.7
-3.5
-3.2
Losses carried forward
33.5
11.2
11.2
-
-
-
33.5
11.2
11.2
Gross deferred tax assets / (liabilities)
80.7
51.6
53.8
-157.0
-89.7
-182.6
-76.3
-38.1
-128.8
Set-off of tax
-30.5
-33.4
-34.3
30.5
33.4
34.3
Net deferred tax assets / (liabilities)
50.2
18.2
19.5
-126.5
-56.3
-148.3
-76.3
-38.1
-128.8
The net deferred tax assets / (liabilities) on property, plant and equipment (-59.6 million EUR) mainly relate to: \u2022 the fair value adjustments, following the acquisition accounting adjustments on property, plant and equipment applied by Picanol Group in 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The yearly depreciation results in a decrease of the recognized deferred tax liability by 1.5 million EUR. \u2022 temporary differences due to the accelerated depreciation in certain jurisdictions, mainly in the United States. The net deferred tax assets / (liabilities) on intangible assets (-63.1 million EUR) mainly relate to: \u2022 the fair value adjustments, following the acquisition accounting adjustments on intangible assets applied by Picanol Group in 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The yearly amortization results in a decrease of the recognized deferred tax liability by 10.5 million EUR. \u2022 the customer list (operating segment T-Power), representing the fair value of the tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026). The yearly amortization of this customer list resulted in a decrease of the recognized deferred tax liability by 5.3 million EUR. The deferred tax assets on fiscal losses carried forward (33.5 million EUR) mainly relate to: \u2022 the Belgian parent company, Tessenderlo Group nv, for an amount to 11.8 million EUR (2022: 6.0 million EUR). As per year-end 2023, the estimated total tax losses and tax credits carried forward amount to 158.7 million EUR (2022: 148.5 million EUR). As per December 2023, 111.6 million EUR of these tax losses and tax credits were unrecognized (2022: 124.4 million EUR). Although the fiscal result of Tessenderlo Group nv was negative in 2023, mainly impacted by lower operational results and unrealized USD exchange losses, the probability assessment whether future taxable profits will be available remained positive. the subsidiaries in the United Kingdom, for an amount to 6.6 million EUR (2022: nihil). As per year-end 2023, the estimated fiscal losses amount to 42.9 million EUR (2022: 37.3 million EUR). As per December 2023, 16.7 million EUR of these tax losses and tax credits were unrecognized (2022: 37.3 million EUR). Although the combined fiscal result of the subsidiaries in the United Kingdom was negative in 2023, the probability assessment whether future taxable profits will be available was positive. \u2022 the Brazilian subsidiaries for an amount to 6.4 million EUR (2022: 0.9 million EUR). As per year- end 2023, the estimated total losses and tax credits carried forward amount to 18.5 million EUR (2022: 18.0 million EUR), which were fully recognized. \u2022 Several other individually insignificant subsidiaries for an amount of 8.8 million EUR (2022: 4.4 million EUR). As per year-end 2023, the estimated fiscal losses of these individual insignificant subsidiaries amount to 30.4 million EUR (2022: 32.7 million EUR) and these were fully recognized as per December 2023. Of these tax losses, 9.1 million EUR have a finite life (they expire in the period 2024-2028). A deferred tax liability relating to undistributed reserves within the subsidiaries of the group has not been recognized because management believes that this liability will not incur in the foreseeable future. The deferred tax liability is not significant as the majority of dividends received by the company (Tessenderlo Group nv) is tax exempt. The movements in the deferred tax balances during the year can be summarized as follows 34 :
Balance at
Recognized in
Recognized in
Change in
Balance at
January 1,
the income
other
consolidation
Translation
December 31,
2023
statement
comprehensive
scope
differences
2023
(Million EUR)
income
(note 4)
Property, plant and equipment
-35.6
4.0
-
-29.3
1.3
-59.6
Intangible assets
-16.9
15.7
-
-63.5
1.6
-63.1
Inventories
9.4
4.2
-
1.2
-0.2
14.6
Employee benefits
5.8
2.1
0.4
0.0
-0.0
8.2
Derivative financial instruments
0.8
-0.8
0.5
-
-
0.5
Provisions
-9.3
-1.0
-
0.7
-0.0
-9.7
Other items
-3.5
3.2
-
0.3
-0.6
-0.7
Losses carried forward
11.2
22.6
-
-
-0.4
33.5
Total
-38.1
49.9
0.9
-90.7
1.7
-76.3
16. Trade and other receivables
2023
2022
2022
(Million EUR)
note
Pro Forma
Non-current trade and other receivables
Trade receivables
0.8
0.0
1.6
-
Gross trade receivables
0.8
-
1.6
-
Amounts written off
-
-
-
Other receivables
17.8
4.3
4.4
Receivables from related parties
29
0.0
0.0
0.0
Assets related to employee benefit schemes
23
7.5
10.2
10.2
Total
26.1
14.5
16.1
The increase of the non-current other receivables is mainly related to the recognition of the long term portion of the deferred payment (to be received in 2025 and 2026) and the contingent consideration related to the sale of 40% of the shares of PB Brasil Industria e Comercio de Gelatinas Ltda (note 4 - Acquisitions and disposals). The assets related to employee benefit schemes concern the net pension assets of the UK and US pension funds where the pension assets are higher than the pension liabilities (note 23 - Employee benefits).
2023
2022
2022
(Million EUR)
note
Pro Forma
Current trade and other receivables
Trade receivables
388.7
373.4
461.4
-
Gross trade receivables
393.0
377.2
466.0
-
Amounts written off
-4.3
-3.8
-4.6
Other receivables
66.3
37.2
53.9
Prepayments
1.7
1.5
2.6
Receivables from related parties
29
0.4
0.8
0.8
Total
457.0
412.9
518.7
Receivables from related parties mainly concern receivables from joint-ventures (note 29 - Related parties). The decrease in current trade receivables compared to 2022 Pro Forma is mainly due to a lower activity as well as timing of customer payments. The ageing of the gross trade receivables and amounts written off is disclosed in the section \u201cCredit risk\u201d of note 26 - Financial instruments. The current other receivables mainly relate to other tax and VAT receivables for 26.4 million EUR (2022: 25.8 million EUR). They also include Chinese bank notes (operating segment Machines & Technologies), which are receivables with banks with a term of more than 3 months, for 13.5 million EUR in 2023 (2022 Pro Forma: 7.6 million EUR). Furthermore, it includes the current portion of the deferred payment (5.3 million USD or 4.8 million EUR) related to the sale of 40% of the shares of PB Brasil Industria e Comercio de Gelatinas Ltda (already received in January 2024). The non-recourse factoring program is suspended since 2015. There was no cash received under non- recourse factoring agreements, whereby trade receivables were sold at their nominal value minus a discount in exchange for cash. 17. Inventories
2023
2022
2022
(Million EUR)
Pro Forma
Raw materials
134.9
92.6
163.6
Work in progress
21.5
14.3
24.9
Finished goods
367.7
379.3
399.1
Goods purchased for resale
60.4
66.5
66.5
Spare parts
20.0
14.3
20.4
Total
604.5
566.9
674.4
The decrease in inventories compared to 2022 Pro Forma can be mainly explained by the decrease of the stock volumes as well as by the decrease of raw material and energy prices in 2023 compared to 2022. There are no inventories pledged as security. In 2023 inventories for 2,295.0 million EUR (2022: 1,860.2 million EUR or 2022 Pro Forma: 2,368.4 million EUR) were recognized as an expense during the year and included in the line-item cost of sales within the income statement. Inventories are stated at the lower of cost and net realizable value. The calculation of a potential write- off is based on experience and on the assessment of market circumstances. The write down, included in cost of sales, amounts to -28.4 million EUR in 2023 (2022: -10.3 million EUR) (note 3 - Segment reporting). The group expects to recover or settle the inventory, available as per December 31, 2023, within the next twelve months, except for the inventory of non-strategic spare parts. These spare parts will be used whenever deemed necessary. 18. Cash and cash equivalents
(Million EUR)
note
2023
2022
Term accounts
26
94.2
92.0
Current accounts
26
82.8
64.1
Cash and cash equivalents
177.0
156.1
Bank overdrafts
22/26
-0.1
-0.1
Cash and cash equivalents in the statement of cash flows
176.9
156.0
The term accounts (94.2 million EUR) have a maximum maturity of 1 month. As per December 31, 2023, the cash and cash equivalents include 21.8 million USD or 19.7 million EUR (2022: 16.7 million USD or 15.7 million EUR). As per December 31, 2023, three long term bank deposits are outstanding for a total amount of 70.0 million EUR (2022: 50.0 million EUR), of which 60.0 million EUR will mature in October 2025 and 10.0 million EUR in December 2025. The counterparty is a highly rated international bank. The deposits have an original duration of 2 years. As the deposits had an initial maturity of more than 12 months, they were not included within \u201cCash and cash equivalents\u201d, but in \u201cLong term investments\u201d. 19. Equity Issued capital and share premium
Shares
2023
2022
On issue at January 1
43,154,979
43,154,979
Shares issued on January 2, 2023
41,428,134
-
Shares issued on February 10, 2023
603,307
-
Shares issued on March 17, 2023
286,342
-
Cancellation of shares on December 14, 2023
-1,083,003
-
On issue at December 31 - fully paid
84,389,759
43,154,979
Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, 42,317,783 new shares have been issued in 2023 (note 4 - Acquisitions and disposals). Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided to cancel 1,083,003 treasury shares in December 2023, purchased under the share repurchase program launched in March 2023. Following these transactions, the denominator changed from 43,154,979 shares to 84,389,759 shares. The number of shares comprised 63,512,417 registered shares (2022: 25,105,436) and 20,877,342 ordinary shares (2022: 18,049,543). The shares are without nominal value. The holders of Tessenderlo Group nv shares are entitled to receive dividends as declared. In accordance with article 7:53 of the Belgian Code of Companies and Associations, the extraordinary meeting of shareholders of July 10, 2019 has decided to introduce a loyalty voting right for each fully paid-up share that has continuously been registered in the share register on the name of the same shareholder for at least two years. The number of voting rights amounted to 109,147,812 as per December 31, 2023 (2022: 66,278,726), of which 43,665,089 were suspended because these related to own shares (2022: 43,398). The Board of Directors\u2019 proposal to distribute a gross dividend of 0.75 EUR per share for the financial year 2022 was approved by the shareholders of Tessenderlo Group nv at the shareholders\u2019 meeting of Tessenderlo Group nv on May 9, 2023. No new offering of shares to be subscribed by staff took place in 2023. Authorized capital According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to increase the share capital, in one or more times, up to an amount of 108,115,931 EUR, in accordance with the provisions set out in the Belgian Companies Code and the articles of association of the company. The Board of Directors is also authorized, with right of substitution, to amend the company\u2019s articles of association in accordance with the capital increase that was decided within the scope of the authorized capital. The authority to increase the capital by the Board of Directors will expire on May 19, 2027. Repurchase of own shares As per December 31, 2022 the group owned 31,503 own shares or 0.073% of the total number of 43,154,979 issued shares at that date. Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, the group acquired the own shares held by Picanol Group (Picanol Group was holding 21,860,003 shares of Tessenderlo Group at the moment of the combination through its subsidiary Verbrugge nv, which merged into Picanol nv as of July 31, 2023). The group intends to cancel these shares in 2024. According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to acquire, in accordance with the conditions set by the law, the company\u2019s shares, profit-sharing certificates or certificates relating thereto for the account of the company, without the company being allowed to own shares representing more than 20% of its capital and at a price ranging between minimum 20% below the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities and maximum 20% above the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities. With reference to Article 7:215 \u00a7 1 of the Companies and Associations Code and Article 8:4 of the Royal Decree of April 29, 2019, implementing the Companies and Associations Code, the group started a share repurchase program and bought in 2023 1,149,000 of its own shares. Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided on December 14, 2023 to cancel 1,083,003 treasury shares purchased under the share repurchase program. As per December 31, 2023, the group owns 21,957,503 own shares or 26.02% of the total number of 84,389,759 issued shares. In accordance with art 7:217 \u00a71 of the Companies and Associations Code, the voting rights attached to the treasury shares held by the company or its subsidiaries are suspended. As per December 31, 2023, the share price of Tessenderlo Group nv amounted to 28.25 EUR . Legal reserves According to Belgian law, 5% of the statutory net income of a Belgian company must be transferred each year to a legal reserve until the legal reserve reaches 10% of the issued capital. At balance sheet date, the legal reserve of the company amounts to 21.6 million EUR. Generally, this reserve cannot be distributed to the shareholders other than upon liquidation. The amount of dividends payable to Tessenderlo Group nv by its operating subsidiaries is subject to general limitations imposed by the corporate laws, capital transfer restrictions and exchange control restrictions of the respective jurisdictions where those subsidiaries are organized and operate. There are no other significant restrictions. Dividends paid to the company by certain of its subsidiaries are also subject to withholding taxes. Translation reserves The translation reserves comprise all foreign exchange differences arising from the translation of the financial statements of foreign operations. Hedging reserves The hedging reserves comprise the effective portion of the cumulative net change in the fair value of cash flow hedges to the extent the hedged risk has not yet impacted the income statement. Dividends After the balance sheet date, the Board of Directors will propose to the shareholders at the Annual Shareholders\u2019 meeting of May 14, 2024, to approve a gross dividend per share of 0.75 EUR. The dividend has not been accounted for. Capital Management The Board of Directors\u2019 policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of the issued capital, share premium and reserves. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with borrowings and the advantages and security afforded by a strong capital position. The gearing ratio 35 at the end of 2023 is -0.5% (2022: 4.1%), as the group has a net cash position of 10.1 million EUR as per December 31, 2023. 20. Earnings per share Basic earnings per share The calculation of the basic earnings per share is based on the profit attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding during the year. The weighted average number of ordinary shares and the earnings per share are calculated as follows:
2023
2022
Number of ordinary shares at January 1
43,154,979
43,154,979
Effect of shares issued
42,079,328
-
Effect of own shares
-22,177,165
-60,426
Adjusted weighted average number of ordinary shares at December 31
63,057,142
43,094,553
Profit (+) / loss (-) attributable to equity holders of the company (million EUR)
109.5
226.9
Basic earnings per share (in EUR)
1.74
5.26
The adjusted weighted average number of ordinary shares at December 31 takes into account the effect of shares issued and own shares held by the group, which is based on the weighted average number of issued or owned shares during the accounting period. As per December 31, 2022, the group owned 31,503 own shares. 42,317,783 shares were issued in 2023 following the combination of Tessenderlo Group and Picanol Group into one large industrial group (note 4 - Acquisitions and disposals and note 19 - Equity) while no shares were issued in 2022. At the moment of the combination of both companies, Picanol Group, through its wholly owned subsidiary Verbrugge nv, held 21,860,003 shares of Tessenderlo Group through its subsidiary Verbrugge nv (Verbrugge nv merged into Picanol nv as of July 31, 2023). With reference to Article 7:215 \u00a7 1 of the Companies and Associations Code and Article 8:4 of the Royal Decree of April 29, 2019, implementing the Companies and Associations Code, the group started a share repurchase program and bought in 2023 1,149,000 of its own shares. Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided on December 14, 2023 to cancel 1,083,003 treasury shares purchased under the share repurchase program. As per December 31, 2023 the group owns 21,957,503 own shares (26.02% of the total number of issued shares). Diluted earnings per share The calculation of diluted earnings per share is based on the profit attributable to ordinary shareholders and the diluted weighted average number of ordinary shares outstanding during the year. Potential ordinary shares are treated as dilutive when, and only when, their conversion to ordinary shares would decrease earnings per share or increase loss per share. As there are no warrants outstanding, there is no dilution of the shares. 21. Non-controlling interest The detail of the non-controlling interest in subsidiaries of the group is as follows:
Non-controlling interest percentage
Country
2023
2022
Environmentally Clean Systems LLC
US
30.99%
30.99%
ECS Myton, LLC
US
49.00%
49.00%
PB Leiner (Hainan) Biotechnnology Co. Ltd
China
20.00%
20.00%
PB Brasil Industria e Comercio de Gelatinas Ltda
Brazil
40.00%
-
The profit (+) / loss (-) for the period attributable to non-controlling interests amounts to 4.9 million EUR (2022: -0.1 million EUR), while the comprehensive income attributable to non-controlling interests amounts to 5.4 million EUR (2022: -0.0 million EUR). Summary financial information of subsidiaries with a non-controlling interest at 100% as per December 31:
(Million EUR)
2023
2022
Non-current assets
27.2
0.4
Current assets
45.0
9.6
Total assets
72.3
10.0
Equity
45.8
1.5
Non-current liabilities
5.8
0.7
Current liabilities
20.7
7.7
Total equity and liabilities
72.3
10.0
Revenue
49.8
-
Cost of sales
-32.2
-
Gross profit
17.6
-
Adjusted EBIT
10.0
-0.0
EBIT (Profit (+) / loss (-) from operations)
10.0
-0.4
Finance (costs) / income - net
-1.1
0.0
Profit (+) / loss (-) before tax
8.9
-0.4
Profit (+) / loss (-) for the period
11.9
-0.3
In January 2023, D&D Participa\u00e7\u00f5es Societ\u00e1rias acquired a 40% minority stake in the shares of PB Brasil Industria e Comercio de Gelatinas Ltda (note 4 - Acquisitions and disposals). In accordance with IFRS 10 Consolidated Financial Statements, the group concluded that this transaction did not involve the loss of control. As a result, the gain realized on the sale of this transaction for an amount of 15.2 million EUR was recognized in equity, while an amount of 9.5 million EUR was recognized as non-controlling interest. In 2022, PB Leiner (operating segment Bio-valorization) entered into an agreement with Hainan Xiangtai Group (China) to produce and commercialize premium fish collagen peptides. Under the term of this agreement, PB Leiner (Hainan) Biotechnology Co. Ltd. will produce marine collagen peptides based on PB Leiner\u2019s technology. In 2023 the subsidiary acquired production assets (note 11 - Property, plant and equipment). This capital expenditure was partly financed through a capital increase of 7.3 million EUR, of which 80% was contributed in cash by the group, while the 20% contribution of Hainan Xiangtai Group is outstanding within the current trade and other receivables per December 31, 2023. 22. Loans and borrowings
(Million EUR)
note
2023
2022
Non-current loans and borrowings
175.3
209.3
Current loans and borrowings
61.4
56.2
Total loans and borrowings
236.8
265.5
Cash and cash equivalents
18
-177.0
-156.1
Bank overdrafts
1
18
0.1
0.1
Long term investments
2
18
-70.0
-50.0
Net financial debt / (Net cash position)
-10.1
59.5
1 A bank overdraft is a flexible borrowing facility on a bank current account, which is repayable on demand. 2 The 2022 deposits have been replaced by three long term bank deposits outstanding (60.0 million EUR maturing in October 2025 and 10.0 million EUR maturing in December 2025). As per year-end 2023, the group net cash position amounted to 10.1 million EUR and included a lease liability, in accordance with IFRS 16 Leases, for an amount of 59.1 million EUR. Excluding the impact of IFRS 16 Leases, the net cash position would have amounted to 69.3 million EUR as per year-end 2023, compared to a net debt position of 7.3 million EUR as per year-end 2022. Reconciliation of changes in net loans and borrowings arising from cash flows and non-cash changes: Bank overdrafts Cash and cash equivalents Short term investments Long term investments Current lease liabilities Non-current lease liabilities Other current loans and borrowings Other non -current loans and borrowings Total
Net financial debt as per January 1, 2022
-0.1
320.3
10.0
0.0
-17.0
-37.1
-194.4
-156.6
-74.8
Cash flows, net
-0.1
-123.7
-10.0
50.0
20.7
-
198.0
-60.0
74.9
Acquisitions through business combinations
-
-42.1
-
-
-0.1
-0.1
-
-
-42.3
IFRS 16 new leases and lease modifications
-
-
-
-
-3.3
-14.9
-
-
-18.2
Transfers
-
-
-
-
-16.8
16.8
-42.9
42.9
0.0
Effect of exchange rate differences
-
1.7
-
-
-0.2
-0.1
-0.1
-0.3
1.0
Net financial debt as per December 31, 2022
-0.1
156.1
0.0
50.0
-16.8
-35.4
-39.4
-173.9
-59.5
Net financial debt as per January 1, 2023
-0.1
156.1
0.0
50.0
-16.8
-35.4
-39.4
-173.9
-59.5
Change in consolidation scope
-
39.3
-
-
-0.8
-1.6
-1.8
-1.1
34.0
Cash flows, net
0.0
-17.1
-
20.0
20.7
-
37.9
-0.0
61.6
IFRS 16 new leases and lease modifications
-
-
-
-
-1.7
-24.0
-
-
-25.7
Depreciation on the acquisition accounting
-
-
-
-
-
-
-
0.4
0.4
adjustments applied by Picanol Group
Transfers
-
-
-
-
-20.7
20.7
-39.3
39.3
0.0
Effect of exchange rate differences
-0.0
-1.3
-
-
0.2
0.2
0.1
0.1
-0.7
Net cash position / (Net financial debt)
-0.1
177.0
0.0
70.0
-19.1
-40.1
-42.4
-135.3
10.1
as per December 31, 2023
Non-current and current loans and borrowings:
(Million EUR)
note
2023
2022
Non-current loans and borrowings
Non-current lease liabilities
40.1
35.4
Bonds
58.8
58.0
Credit facility T-Power nv
38.6
64.3
Credit institutions
37.9
51.6
Total
175.3
209.3
Current loans and borrowings
Current lease liabilities
19.1
16.8
Current portion credit facility T-Power nv
25.7
25.7
Credit institutions
16.7
13.6
Total
61.4
56.2
Total non-current and current loans and borrowings
26
236.8
265.5
The group has the followings loans outstanding: \u2022 The T-Power term loan facility agreement amounts to 64.3 million EUR as per December 31, 2023 (December 31, 2022: 90.1 million EUR). The T-Power nv assets and shares are serving as guarantee for the loan. The term loan credit facility contains a covenant stating a minimum required debt service cover ratio (based on the last 12 months cash flow available for debt service). This covenant has been complied with as per December 31, 2023. \u2022 A bond for an amount of 58.8 million EUR. This bond was issued in July 2015 for a total amount of 58.0 million EUR, with a maturity of 10 years (the \u201c2025 bonds\u201d) and a fixed rate of 3.375%. The remaining amount of the fair value adjustment, following accounting adjustments applied by Picanol Group on Tessenderlo Group, amounts to 0.8 million EUR (note 4 - Acquisitions and disposals). \u2022 The lease liability, in accordance with IFRS 16 Leases, amounts to 59.1 million EUR (December 31, 2022: 52.2 million EUR), of which 40.1 million EUR is included in non-current and 19.1 million EUR in current loans and borrowings. The weighted average borrowing rate applied to lease liabilities was 3.0% in 2023 (2022: 2.1%). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. \u2022 A credit facility of 30.0 million EUR drawn in April 2022 with a maturity of 7 years. This loan with quarterly capital reimbursements, has a fixed interest rate of 1.17%, and contains no financial covenants. As per December 31, 2023, 23.6 million EUR remained outstanding (December 31, 2022: 27.9 million EUR) of which 4.3 million EUR is current. \u2022 A loan for 30.0 million EUR starting in August 2022 with a maturity of 5 years. This loan will be reimbursed on a quarterly basis and has a fixed interest rate of 0.94% and contains no financial covenants. As per December 31, 2023, 21.6 million EUR remained outstanding (December 31, 2022: 28.3 million EUR) of which 6.7 million EUR is current. \u2022 Tessenderlo Kerley, Inc. has a loan outstanding of 4.2 million EUR (December 31, 2022: 5.3 million EUR), of which 0.9 million EUR is current. The loan has a maturity of 10 years (2018- 2028) at a fixed rate of 3.95%. The financed Phoenix headquarters building (Arizona, United States) is serving as guarantee for the loan. \u2022 Other, individually insignificant outstanding loans for an amount of 3.1 million EUR, which are current. The group has access to a Belgian commercial paper program of 200.0 million EUR which remained unused both in 2023 and 2022. There has been no drawdown on the 5-year committed bi-lateral credit lines, which mature in July 2027, as per December 31, 2023. These committed bi-lateral credit lines amount to 250.0 million EUR (of which part can be drawn in USD). Non-current and current loans and borrowings by currency Analysis of non-current and current loans and borrowings by currency, expressed in EUR (2023):
(Million EUR)
EUR
USD
Other
Total
Current lease liabilities
10.7
6.1
2.3
19.1
Other current loans and borrowings
38.4
0.9
3.1
42.4
Non-current lease liabilities
23.7
8.9
7.5
40.1
Other non-current loans and borrowings
131.9
3.3
-
135.3
Total loans and borrowings
204.8
19.1
12.8
236.8
In percentage of total loans and borrowings
86.5%
8.1%
5.4%
100%
Analysis of non-current and current loans and borrowings by currency, expressed in EUR (2022):
(Million EUR)
EUR
USD
Other
Total
Current lease liabilities
10.1
4.8
1.9
16.8
Other current loans and borrowings
38.4
0.9
0.0
39.4
Non-current lease liabilities
24.5
6.1
4.7
35.4
Other non-current loans and borrowings
169.6
4.3
-
173.9
Total loans and borrowings
242.6
16.2
6.7
265.5
In percentage of total loans and borrowings
91.4%
6.1%
2.5%
100%
23. Employee benefits The provisions for employee benefits recognized in the balance sheet as of December 31 are as follows:
2023
2022
Early
Defined
Other
Early
Defined
Other
retirement
benefit
employee
Total
retirement
benefit
employee
Total
(Million EUR)
provision
liability
benefits
provision
liability
benefits
Non-current
0.9
35.9
8.2
45.0
0.5
33.6
6.0
40.1
Current
0.4
-
0.4
0.8
0.3
-
0.4
0.7
Total
1.3
35.9
8.6
45.8
0.8
33.6
6.4
40.8
2023
Early retirement
Defined benefit
Other employee
Total
(Million EUR)
provision
liability
benefits
Balance at January 1, 2023
0.8
33.6
6.4
40.8
Change in consolidation scope (note 4)
0.9
0.3
2.4
3.6
Additions
0.4
3.9
0.9
5.2
Use of provisions
-0.2
-1.3
-0.8
-2.4
Reversal of provisions
-0.4
-0.7
-0.1
-1.3
Translation differences
-0.1
0.0
-0.0
-0.1
Balance at December 31, 2023
1.3
35.9
8.6
45.8
The provisions for other employee benefits include long-service benefits (e.g. medal of honor of labor, jubilee premiums, \u2026). General description of the type of plan Post-employment benefits These liabilities are recorded to cover the post-employment benefits and cover the pension plans and other benefits in accordance with local practices and conditions, following an actuarial calculation taking into account the financing of insurance companies and other pension funds. The most important pension plans are located in Belgium, the Netherlands, the United Kingdom and Germany. Defined contribution pension plans Defined contribution pension plans are plans for which the group pays pre-determined contributions to a legal entity or a separate fund, in accordance with the settings of the plan. The group\u2019s legal or constructive obligation is limited to the amount contributed. The contributions are recognized as an expense in the income statement as incurred and are included in note 7 - Payroll and related benefits. Defined benefit pension plans The defined benefit pension plans provide benefits related to the level of salaries and the years of service. These plans are financed externally by pension funds or insurance companies. Independent actuaries perform an actuarial valuation on an annual basis for the most important pension plans. The defined benefit pension plans in Belgium are all final salary pension plans which provide benefits to members in the form of a guaranteed pension capital (payable either as capital or pension for life). These plans are covered by a trustee administered pension fund and group insurance contracts. The level of benefits provided depends on members\u2019 length of service and the average salary in the final 3 years leading up to retirement, or the average salary of the best 3 consecutive years, if higher. The defined contribution plans in Belgium are legally subject to a minimum guaranteed return (the legal minimum guaranteed return as from January 1, 2016 is 1.75%, while before it was 3.25% for employer contributions). If the legal minimum guaranteed return is sufficiently covered, the group has no obligation to pay further contributions than those that are recognized as an expense in the income statement as the related service is provided. The Belgian defined contribution pension plans are to be treated as defined benefit pension plans under IAS 19 as they do not meet the definition of a defined contribution pension plan under IFRS. The group follows the prescribed methodology for measurement and accounting for defined benefit pension plans in line with IAS 19 \u00a7 57.(a), meaning the projected unit credit method, without adding expected future contributions. The group recognizes the difference between the defined benefit obligation and the fair value of plan assets (IAS 19 \u00a7 57.(a) (iii)) on the balance sheet. The plan assets of the Belgian defined contribution plans are included in the Belgian pension fund \u201cOFP Pensioenfonds\u201d or are insured externally through insurance contracts. For the plans financed with insurance contracts, several rates are guaranteed by insurance companies on the reserves and on different levels of the premiums depending on the levels reached at certain dates: \u2022 For the contributions paid until January 1, 2003, the guaranteed interest rate equals 4.75%; \u2022 For the contributions paid during the period from January 1, 2003 until January 1, 2013, the guaranteed interest rate equals 3.25%; \u2022 For the contributions paid as from January 1, 2013 until April 1, 2015, the guaranteed interest rate equals 1.75%; \u2022 For the contributions paid during the period from April 1, 2015 until October 1, 2015, the guaranteed interest rate equals 0.75%; \u2022 For the contributions paid as from October 1, 2015 until October 1, 2016, the guaranteed interest rate equals 0.50%; \u2022 For the contributions paid as from October 1, 2016 until January 1, 2020, the guaranteed interest rate equals 0.10%; For the contributions paid as from January 1, 2020 until January 1, 2024, the guaranteed interest rate equals 0.00%; \u2022 For the contributions paid as from January 1, 2024, the guaranteed interest rate equals 1.80%. The UK and German pension plans are final salary pension plans providing a guaranteed pension payable for life. The UK plan is covered by a trustee administered pension fund and the German plan is covered by recognized provisions in the consolidated statement of financial position. For the UK and Belgian plans covered by trustee administered pension funds, the board of trustees must consist of representatives of the company and plan participants in accordance with the plan regulations. The governance responsibility for these plans rests with the board of trustees. Through its defined benefit pension plans, the group is exposed to a number of risks, the most significant of which are detailed below: \u2022 Asset volatility: The group performs on a regular basis asset-liability studies for the trustee administered pension funds to ensure an accurate match between plan assets and liabilities. The plans hold significant investments in investment funds, which include quoted equity shares, and are thus exposed to equity market risks. \u2022 Inflation, interest rate and life expectancy: The pensions in most of the plans are linked to inflation, therefore the pension plans are exposed to risks linked to inflation, interest rate and life expectancy of pensioners. The group considers all defined benefit pension plans as having similar characteristics and risks. Following a favorable movement in the UK pension fund funding level over 2022, the trustees of the UK pension plan decided to enter into an agreement to secure all benefit payments due from the pension plan through a third-party insurance contract (the \u201cbuy-out\u201d). The first stage of any \u201cbuy-out\u201d is to complete a full \u201cbuy-in\u201d, that is the purchase of an insurance policy covering all known benefits payable. This \u201cbuy-in\u201d stage leads to the transfer of related risks (investment, inflation, interest and longevity risk) to the insurer. The premium required to purchase the insurance policy (bulk annuity policy) was paid from the plan assets. The bulk annuity policy is held in the name of the trustees (as a \u201cbuy-in\u201d policy) as per December 31, 2023, which implies that the obligation to pay benefits remains with the pension plan. The bulk policy will be converted into individual policies written in the name of members and it is expected that this step (the \u201cbuy-out\u201d) will be completed by the end of 2024. The premium paid in 2022 to purchase the bulk annuity amounted to 34.2 million GBP, which was higher than the value of the corresponding liabilities covered by the policy (27.9 million GBP) on the date of the agreement. The difference of 6.3 million GBP (7.3 million EUR) was reported as an asset loss due to the agreed settlement event and was recognized in the 2022 income statement (note 6 - EBIT Adjusting items). As per December 31, 2023 the bulk annuity policy was valued as an asset of the pension plan, with its value set equal to the value of the defined benefit obligations to which it relates and amounted to 33.5 million EUR (2022: 31.0 million EUR). When the bulk policy will be converted into individual member policies, both the defined benefit obligation and asset value will be reduced by an equal amount as the pension plan has then transferred all liabilities to the insurer, and is able to wind-up. As per December 31, 2023, a net defined benefit asset of 6.6 million EUR (2022: 9.5 million EUR) was recognized within non-current Trade and other receivables in the statement of financial position, which could, net of any future expenses, be refunded to the group at the moment of the wind-up of the pension plan. Defined benefit pension plans The amounts recognized in the statement of financial position are as follows:
(Million EUR)
note
2023
2022
Present value of wholly funded obligations
-39.9
-38.5
Present value of partially funded obligations
-96.6
-78.9
Present value of wholly unfunded obligations
-21.7
-19.5
Total present value of obligations
-158.2
-136.9
Fair value of plan assets
129.8
113.4
Net defined benefit (liability)/asset
-28.4
-23.5
Amounts in the statement of financial position:
Liabilities
-35.9
-33.6
Assets
16
7.5
10.2
Net defined benefit (liability)/asset
-28.4
-23.5
The following table shows a reconciliation of the net defined benefit (liability)/asset and its components.
2023
2022
Present
Fair value
Net defined
Present
Fair value
Net defined
value of
of plan
benefit
value of
of plan
benefit
(Million EUR)
obligations
assets
(liability)/asset
obligations
assets
(liability)/asset
Balance at January 1
-136.9
113.4
-23.5
-183.6
143.4
-40.3
Included in profit or loss
Current service cost
-5.4
-
-5.4
-5.9
-
-5.9
Past service (cost)/benefit
0.3
-
0.3
-0.1
-
-0.1
Current service cost - Employee
-
0.4
0.4
-
0.5
0.5
contribution
Interest (cost)/income
-5.6
4.9
-0.7
-1.9
1.7
-0.2
Administrative expenses
-
-0.5
-0.5
-
-0.4
-0.4
Settlement cost UK pension fund
-
-
-
-
-7.3
-7.3
Total included in profit or loss (note 7)
-10.7
4.7
-5.9
-7.9
-5.6
-13.5
Included in other comprehensive income
Remeasurements:
- Gain/(loss) from change in demographic
-
-
0.0
-0.0
-
-0.0
assumptions
- Gain/(loss) from change in financial
-7.4
-
-7.4
47.9
-
47.9
assumptions
- Experience gains/(losses)
2.0
1.1
3.1
-5.4
-15.4
-20.7
Total included in other comprehensive
income that will not be reclassified
-5.4
1.1
-4.3
42.5
-15.4
27.1
subsequently to profit or loss in
subsequent periods
Other
Exchange differences on foreign plans
-0.4
0.6
0.2
1.5
-2.1
-0.6
Contributions by employer
-
5.6
5.6
-
4.3
4.3
Benefits paid
9.3
-9.3
0.0
11.2
-11.2
0.0
Change in consolidation scope
-14.1
13.7
-0.3
-0.5
-
-0.5
Total other
-5.2
10.6
5.4
12.2
-9.0
3.2
Balance at December 31
-158.2
129.8
-28.4
-136.9
113.4
-23.5
The increase of the present value of the defined benefit obligations is impacted by: \u2022 the 2023 loss from change in financial assumptions, which is included in other comprehensive income and will not be reclassified to profit or loss in subsequent periods. The loss is mainly the result of the decrease of the discount rate used to calculate the present value of the defined benefit obligations (2023 weighted average discount rate of 3.3%, compared to 3.9% in 2022). \u2022 the change in consolidation scope (-14.1 million EUR) following the combination of Tessenderlo Group and Picanol Group into one large industrial group (note 4 - Acquisition and disposals). The increase of the fair value of the plan assets in 2023 is mainly explained by the change in consolidation scope for +13.7 million EUR. The net periodic pension cost is included in the following line items of the income statement:
(Million EUR)
note
2023
2022
Cost of sales
-0.2
-0.7
Distribution expenses
-0.1
-0.1
Sales and marketing expenses
-0.1
-0.1
Administrative expenses
-3.9
-3.7
Other operating income and expenses
5
-1.0
-1.4
EBIT adjusting items
6
-
-7.3
Finance (costs) / income - net
9
-0.7
-0.2
Total
-5.9
-13.5
The actual return on plan assets in 2023 was +6.0 million EUR (2022: -13.7 million EUR). The group expects to contribute 5.7 million EUR to its defined benefit pension plans in 2024. The fair value of the major categories of plan assets is as follows:
2023
2022
(Million EUR)
Quoted
Unquoted
Total
%
Quoted
Unquoted
Total
%
Property
-
4.0
4.0
3.1%
-
4.0
4.0
3.6%
Qualifying insurance policies
-
70.5
70.5
54.3%
-
53.7
53.7
47.4%
Cash and cash equivalents
-
2.7
2.7
2.1%
-
8.9
8.9
7.9%
Investment funds
52.7
-
52.7
40.6%
46.7
-
46.7
41.2%
Total
52.7
77.2
129.8
100.0%
46.7
66.7
113.4
100.0%
The plan assets include no property occupied by the group and no shares of subsidiaries, while shares of the parent company are included for an amount of 0.3 million EUR as per December 31, 2023 (2022: 0.3 million EUR). The investment funds include a portfolio of investments in equity, fixed interest investments and other financial assets. This diversification reduces the portfolio risk to a minimum. The principal actuarial assumptions used in determining pension benefit obligations for the group\u2019s plans at the balance sheet date (expressed as weighted averages) are:
2023
2022
Discount rate at 31 December
3.3%
3.9%
Future salary increases
2.1%
2.2%
Inflation
2.3%
2.4%
Assumptions regarding future mortality are based on published statistics and mortality tables, and are the following:
Mortality table
Belgium
MR/FR - 5 (2022: MR/FR - 5)
United Kingdom
110% S3PMA, 105% S3PFA, CMI_2021 [1.50% M, 1.25% F] [S-kappa=7, A=0.25%, w2020 &w2021=0%]
from 2016
Germany
\u00a9 RICHTTAFELN 2018 G von Klaus Heubeck - Lizenz Heubeck-Richttafeln-GmbH, K\u00f6ln
For the Belgian plan, covered by a trustee administered pension fund, an asset-liability matching exercise is performed at least every 3 years, in line with the Statements of Investment Principles (SIP) of the funds. The trustees ensure that the investment strategy as outlined in the SIP is in line with the assets and liabilities management (ALM) strategy and is closely followed by the investment managers. The weighted average duration of the defined benefit obligation is 10 years for the pension plans in the euro zone. The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions, as per December 31, 2023, is:
Change in
Impact on defined
Change in
Impact on defined
assumption
benefit obligation*
assumption
benefit obligation*
Discount rate
+0.5%
-3.3%
-0.5%
3.7%
Salary growth rate
+0.5%
0.7%
-0.5%
-0.7%
Pension growth/inflation rate
+0.5%
2.3%
-0.5%
-2.1%
Life expectancy
+ 1 year
1.0%
- 1 year
-1.0%
*A positive percentage indicates an increase of the defined benefit obligation, while a negative percentage indicates a decrease of the defined benefit obligation. The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The above sensitivity analysis does not include the defined benefit obligation of the UK pension fund (currently in a buy-in phase, see also above), which amounts to 33.5 million EUR, as the impact on the defined benefit obligation will be offset by an equal variance in the fair value of the plan assets. The sensitivity analysis was therefore based on an adjusted defined benefit obligation of 124.7 million EUR. Share-based payments There were no warrants outstanding as per December 31, 2023, nor per December 31, 2022. No new offering of warrants to the group\u2019s senior management took place in 2022 and 2023. 24. Provisions
2023
2022
(Million EUR)
note
Current
Non-current
Total
Current
Non-current
Total
Environment
28
7.1
90.7
97.8
4.8
91.8
96.7
Dismantlement
-
23.4
23.4
1.2
22.8
24.0
Restructuring
0.1
-
0.1
0.5
-
0.5
Other
6.7
4.9
11.6
3.4
6.6
10.0
Total
13.9
119.0
132.9
9.8
121.3
131.1
Environment
Dismantlement
Restructuring
Other
Total
Balance at January 1, 2023
96.7
24.0
0.5
10.0
131.1
Change in consolidation scope
-
-
-
3.4
3.4
(note 4)
Additions
-
0.9
-
5.2
6.1
Use of provisions
-3.6
-1.4
-0.1
-5.0
-10.1
Reversal of provisions
-
-
-0.2
-2.0
-2.2
Effect of discounting
4.8
-
-
-
4.8
Translation differences
-0.0
-0.1
-
-0.0
-0.1
Balance at December 31, 2023
97.8
23.4
0.1
11.6
132.9
The environmental provisions amount to 97.8 million EUR and mainly relate to environmental provisions to cover the cost for the remediation of historical soil and ground contamination of the factory sites in Belgium (Ham, Tessenderlo and Vilvoorde) and France (Loos). The outstanding environmental provisions reflect the discounted value of the expected future cash out, spread over the period 2024-2054. The discount rate, derived from the yield curve of Belgian and French government bonds, varied between 2.2% and 3.5% in 2023 (between 2.6% and 3.4% at year-end 2022). Following adjustments in estimated timing of cash outflows, inflation and the discount rate applied, the environmental provisions increased by 2.0 million EUR (compared to a decrease by 16.7 million EUR in 2022). This impact was recognized in EBIT adjusting items (note 6 - EBIT adjusting items). An increase of the discount rate by 1% would lower the environmental provisions by approximately -9 million EUR. The use of environmental provisions amounts to -3.6 million EUR in 2023 (2022: -1.5 million EUR), while the effect of unwinding the discount amounts to -2.8 million EUR in 2023 (2022: -1.1 million EUR), which is included in finance costs (note 9 - Finance costs and income). The amounts recognized reflect management\u2019s best estimate of the expected expenditures required to settle the present obligation at balance sheet date and are based on the current knowledge on the potential exposure. These provisions are reviewed periodically and will be adjusted, if necessary, when additional information would become available. These provisions could change in the future due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. In France, some facilities are subject to regulations pertaining to environmentally regulated facilities (Classified Facilities for the Protection of the Environment \u201cICPE\u201d). This legislation requires to dismantle the classified facilities. The dismantlement provision is included in the cost basis of the related property, plant and equipment, which cost is depreciated accordingly. The total provision recognized on those French facilities amounts to 19.7 million EUR as per December 31, 2023 (2022: 19.2 million EUR). The amounts recognized are based on an internal assessment and on the gross book value of the related assets. They reflect management\u2019s best estimate of the expected expenditures. The expected timing of the cash outflow is not yet known. However, no significant cash outflow is expected to take place within the foreseeable future. The other provisions include provisions for claims, warranty provisions and several, individually less significant amounts. These provisions are reviewed regularly and, if necessary, adjusted based upon new available information or changes in circumstances. They reflect management\u2019s best estimate of the expected expenditures of the expected cash outflows required to settle the present obligation at balance sheet date. 25. Trade and other payables
2023
2022
2022
(Million EUR)
note
Pro Forma
Non-current trade and other payables
Accrued charges and deferred income
2.8
3.1
3.1
Remuneration and social security
3.6
3.4
3.4
Other amounts payable
0.5
0.4
0.4
Total
6.8
6.9
6.9
Current trade and other payables
Trade payables
257.1
269.3
363.3
Remuneration and social security
92.3
89.9
112.9
VAT and other taxes
12.4
12.1
14.0
Accrued charges and deferred income
4.9
4.1
8.1
Trade and other payables from related parties
29
3.2
3.5
3.5
Advance payments received
23.0
0.3
54.9
Other amounts payable
12.8
4.1
5.1
Total
405.5
383.2
561.9
The decrease of current remuneration and social security (92.3 million EUR) compared to the 2022 Pro Forma balance (112.9 million EUR) can mainly be explained by a decrease of the accruals for variable remuneration, which are linked to individual and business-related performance. Trade payables decreased from 363.3 million EUR in the 2022 Pro Forma figures to 257.1 million EUR as per year-end 2023. This decrease is mainly due to a lower activity, timing of supplier payments as well as a decrease of raw material, energy and transport costs. As per December 31, 2023, the current other amounts payable (12.8 million EUR) include a payable of 7.7 million EUR, related to the 2022 dividend withholding taxes, payable in January 2024 to Oostiep Group bv (note 29 - Related parties). 26. Financial instruments Foreign currency risk The group is exposed to fluctuations in exchange rates which may lead to profit or loss in currency transactions. The group\u2019s assets, earnings and cash flows are influenced by movements in foreign exchange rates. More in particular, the group incurs foreign currency risks on, amongst others, sales, purchases, investments and borrowings that are denominated in a currency other than the group\u2019s functional currency. The currency giving rise to this risk is primarily the USD (US dollar). Movements in foreign currency therefore may adversely affect the group\u2019s business, results of operation or financial condition. The main management tools are the spot purchases and sales of currencies followed by currency swaps. Group borrowings are generally carried out by the group\u2019s holding and finance companies, which make the proceeds of these borrowings available to the operating entities. In principle, operating entities are financed in their functional currency. The group does not use currency swaps to hedge intragroup loans. In emerging countries, it is not always possible to borrow in local currency because local financial markets are too narrow, funds are not available or because the financial conditions are too onerous. Those amounts are relatively small for the group. The group\u2019s exposure to foreign currency risk was as follows based on nominal amounts (for the exchange rates used, please refer to note 1 - Summary of material accounting policies):
2023
2022
(Million EUR)
EUR*
USD
EUR*
USD
Assets
75.6
494.7
40.4
420.6
Liabilities
-46.4
-40.4
-25.3
-35.3
Gross exposure
29.2
454.3
15.1
385.3
Foreign currency swaps
-12.7
-12.1
-23.6
Net exposure
16.5
454.3
3.0
361.7
Net exposure (in EUR)
16.5
411.1
3.0
339.1
*EUR includes the exposure to foreign currency risk in EUR and several, individual insignificant foreign currencies expressed in EUR. The net exposure is mainly related to intragroup balances which are not hedged. If the euro had strengthened or weakened by 10% against the USD with all other variables being held constant, the impact on equity and post-tax profit for the year would have been as follows:
Impact on the
Impact on equity:
Change in rate
income statement:
loss(-)/gain(+)
(Million EUR)
loss(-)/gain(+)
At December 31, 2023
USD
+10%
-34.6
-63.4
-10%
42.3
77.5
At December 31, 2022
USD
+10%
-26.3
-44.0
-10%
32.1
53.7
Credit risk The group is subject to the risk that the counterparties with whom it conducts its business (in particular its customers) and who have to make payments to the group, are unable to make such payments in a timely manner or at all. In order to manage its credit exposure, a credit committee per business unit has been created to determine a credit policy with credit limit requests, approval procedures, continuous monitoring of the credit exposure and dunning procedure in case of delays. The group has moreover globally elaborated a credit insurance program to protect accounts receivable from third party customers against non-payment. Every legal entity of the group is participating to this program and the insurance is provided by highly top-rated international credit insurance companies. A large majority of the receivables (around 95%) is covered under this group credit insurance program. The contract protects the insured activities against non-payment with a deductible between 5% and 20% and foresees an indemnification cap at group level. The program foresees a pay-out of the insured claims within 6 months after due date. The group has no significant concentration of credit risk. However, there can be no assurance that the group will be able to limit its potential loss of proceeds from counterparties who are unable to pay in a timely manner or at all. The liquidities available at year-end are deposited at highly rated international banks. The maximum exposure to credit risk amounts to 739.1 million EUR as per December 31, 2023 (2022: 643.8 million EUR). This amount consists of current and non-current trade and other receivables (483.2 million EUR, note 16 - Trade and other receivables), the loans granted (5.7 million EUR, included within \u201cOther investments and guarantees\u201d), long term investments (70.0 million EUR), derivative financial instruments (3.2 million EUR) and cash and cash equivalents (177.0 million EUR, note 18 - Cash and cash equivalents). The maximum exposure to credit risk for trade receivables at the reporting date by operating segment was (note 16 - Trade and other receivables):
(Million EUR)
note
2023
2022
Agro
146.8
155.8
Bio-valorization
98.1
112.5
Industrial Solutions
87.6
102.9
Machines & Technologies
56.6
-
T-Power
0.2
2.1
Non-allocated
0.1
0.1
Total
16
389.5
373.4
The ageing of trade receivables at the reporting date was:
(Million EUR)
note
2023
2022
Gross
Amounts
Gross
Amounts
written off
written off
Not past due
334.5
-
330.9
-
Past due 0-30 days
39.2
-0.0
31.5
-0.0
Past due 31-120 days
13.5
-0.2
8.3
-0.1
Past due 121-365 days
1.7
-1.2
3.9
-1.1
More than one year
5.0
-2.9
2.6
-2.6
Total
16
393.8
-4.3
377.2
-3.8
The group estimates that the amounts that are past due, for the majority covered through credit insurance, are still collectible, following an expected credit loss assessment based on historic payment behavior and extensive analysis of customer credit risk. Based on the group\u2019s monitoring of customer credit risk, the group estimates that, except for the amounts mentioned in the table above, no impairment allowance is necessary in respect of trade receivables not past due. The movement in the allowance for impairment in respect to trade receivables during the year was as follows:
(Million EUR)
note
2023
2022
Balance at January 1
-3.8
-3.5
Use of impairment loss
0.3
0.4
Reversal / (recognition) of impairment losses
5
0.0
-0.7
Change in consolidation scope
-0.9
-
Other movements
0.0
0.0
Balance at December 31
16
-4.3
-3.8
Interest risk Changes in interest rates may cause variations in interest income and expenses resulting from interest- bearing assets and liabilities. In addition, they may affect the market value of certain financial assets, liabilities and instruments. At the reporting date, the group\u2019s interest-bearing financial instruments were:
(Million EUR)
note
2023
2022
Fixed rate instruments
Cash and cash equivalents
18
47.8
92.0
Long term investments
18
70.0
50.0
Loans and borrowings
22
169.3
175.4
Variable rate instruments
Cash and cash equivalents
18
129.2
64.1
Loans and borrowings
22
67.4
90.1
Bank overdrafts
22
0.1
0.1
The loans and borrowings with a variable rate mainly relate to the long-term facility loan of T-Power nv. The decrease compared to prior year can be explained by the yearly reimbursement (25.7 million EUR). The remaining outstanding capital of the T-Power nv long term facility loan amounts to 64.3 million EUR as per December 31, 2023 (2022: 90.1 million EUR). Approximately 80% of the loan is hedged through a series of forward rate agreements (the EURIBOR was fixed at 5.6% per annum). Movements in interest rates would therefore not have a significant impact on the group\u2019s cash flow or result. Liquidity risk Liquidity risk is defined as the risk that a company may have insufficient resources to fulfil its financial obligations at any time. Failure to meet financial obligations can result in significantly higher costs, and it can negatively affect reputation. Liquidity risk for the group is monitored through the group\u2019s corporate treasury department which tracks the development of the actual cash flow position of the group and uses input from subsidiaries to project short and long-term forecasts in order to adapt financial means to forecasted needs. Surplus cash is invested in deposits with appropriate maturities to ensure sufficient liquidity is available to meet liabilities when due. The group limits the liquidity risk through a series of actions: \u2022 a factoring program, set up at the end of 2009, and which was put on hold since 2015. \u2022 a Belgian commercial paper program of maximum 200.0 million EUR (no amount outstanding as per December 31, 2023, nor at December 31, 2022). \u2022 committed bi-lateral agreements with four banks for a total amount of 250.0 million EUR (of which part can be drawn in USD) till July 2027. These committed bi-lateral agreements have no financial covenants and ensure maximum flexibility for the different activities. As per December 31, 2023 none of these credit lines were used. \u2022 non-committed credit lines for 50.5 million EUR excluding bank guarantees or 67.5 million EUR including bank guarantees. \u2022 2 credit facilities have been drawn in 2022, each of 30.0 million EUR, with a maturity of 5 years (February 2027) and 7 years (April 2029). As per December 31, 2013 the remaining outstanding amounts were 21.6 million EUR and 23.6 million EUR respectively. These loans contain no financial covenants. The following are the contractual maturities of loans and borrowings, including interest payments:
(Million EUR)
note
2023
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.8
61.9
2.0
60.0
-
Credit facility T-Power nv
64.3
67.9
28.0
39.9
-
Credit institutions
54.6
56.2
17.4
36.7
2.1
Lease liabilities
59.1
67.8
20.2
36.9
10.7
Loans and borrowings
22
236.8
253.9
67.6
173.5
12.8
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.1
Inflow
12.6
12.6
-
-
Outflow
-12.7
-12.7
-
-
Interest rate swaps
-2.0
Inflow
2.2
1.4
0.8
-
Outflow
-4.4
-2.6
-1.7
-
Total
-2.1
-2.2
-1.3
-0.9
0.0
(Million EUR)
note
2022
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.0
63.9
2.0
61.9
-
Credit facility T-Power nv
90.1
97.5
29.1
68.4
-
Credit institutions
65.2
67.5
14.3
45.9
7.2
Lease liabilities
52.2
59.8
17.3
30.6
11.9
Loans and borrowings
22
265.5
288.6
62.7
206.9
19.1
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.0
Inflow
34.1
34.1
-
-
Outflow
-34.1
-34.1
-
-
Interest rate swaps
-3.2
Inflow
4.8
2.2
2.6
-
Outflow
-8.2
-3.7
-4.5
-
Total
-3.3
-3.4
-1.6
-1.9
0.0
*A bank overdraft is a flexible borrowing facility on a bank current account, which is repayable on demand.
Estimation of fair value of financial assets and liabilities
The fair value of non-derivative loans and borrowings is calculated based on the net present value of
future principal and interest cash flows discounted at market rate. These are based on market inputs
from reliable financial information providers. Therefore, the fair value of the fixed interest-bearing
loans and borrowings is within level 2 of the fair value hierarchy.
The fair value of the non-current loans and borrowings at fixed interest rate, measured at amortized
cost in the statement of financial position as per December 31 is presented below:
(Million EUR)
note
Carrying
2023
Carrying
2022
Fair value
Fair value
amount
amount
Non-current loans and borrowings
Lease liabilities
22
-40.1
-30.7
-35.4
-32.2
Credit institutions
22
-37.9
-35.7
-51.6
-47.3
Bonds (maturity date in 2025)
22
-58.8
-57.3
-58.0
-57.2
The bond issued in 2015 with a maturity of 10 years (the \u201c2025 bonds\u201d) was quoted at 98.9% as per
December 31, 2023 (2022: 98.6%).
The fair value of the following financial assets and liabilities approximates their carrying amount:
\u2022 Trade and other receivables
\u2022 Other investments
\u2022 Long term investments
\u2022 Cash and cash equivalents
\u2022 Current loans and borrowings
\u2022 Trade and other payables
Fair value of derivative financial instruments The following table shows the carrying amounts of derivative financial instruments measured at fair value in the statement of financial position including their levels in the fair value hierarchy:
(Million EUR)
2023
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.0
-
-0.1
-
-
-0.1
-
-0.1
Interest rate swaps
-
-
-1.2
-0.8
-
-2.0
-
-2.0
Electricity forward
2.9
0.3
-4.8
-2.5
-
-
-4.1
-4.1
contracts
Total
3.0
0.3
-6.1
-3.4
0.0
-2.1
-4.1
-6.2
(Million EUR)
2022
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.1
-
-0.1
-
-
-0.0
-
-0.0
Interest rate swaps
-
-
-1.5
-1.7
-
-3.2
-
-3.2
Electricity forward
0.4
-
-
-8.4
-
-
-8.0
-8.0
contracts
Electricity and gas
0.1
-
-
-
-
0.1
-
0.1
forward contracts
Total
0.6
0.0
-1.6
-10.1
0.0
-3.1
-8.0
-11.1
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the current forward rate. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby taking into account the current unrealized gains or losses on open contracts. The following table indicates the fair values of all outstanding derivative and other financial instruments at year-end:
(Million EUR)
2023
2022
Contractual amount
Fair value
Contractual amount
Fair value
Foreign currency swaps
12.6
-0.1
34.1
-0.0
Interest rate swaps
-2.1
-2.0
-3.4
-3.2
Electricity and gas forward contracts
N/A
-4.1
N/A
-7.9
Total
10.6
-6.2
30.7
-11.1
The contractual amount indicates the volume of outstanding derivatives at the balance sheet date and therefore does not reflect the group\u2019s exposure to risks from such transactions. The total fair value of the derivative financial instruments at December 31, 2023 amounts to -6.2 million EUR (2022: -11.1 million EUR) and consists of: \u2022 forward interest rate agreements at T-Power nv, with maturity date in the period 2024-2026 \u2022 foreign currency swaps, with maturity date in January 2024 \u2022 an electricity forward purchase contract, with maturity date in June 2026 (-6.2 million EUR), which is partially offset by an electricity forward sale contract with similar terms and conditions, starting in November 2023 and with maturity date in June 2026 (+2.1 million EUR) The outstanding interest rate swaps of T-Power nv (which fixed the 6 months EURIBOR at 5.6% per annum for approximately 80% of the outstanding loan with maturity dates till 2026) are, in accordance with the requirements of IFRS 9, designated as hedging instruments in a cash flow relationship as per December 31, 2023. The effective portion of the change in fair value is therefore recognized in the hedging reserves for an amount of -2.0 million EUR (Other comprehensive income). A level 2 fair value measurement is applied for the fair value measurement of these agreements. The table below indicates the underlying contractual amount of the outstanding foreign currency contracts per currency at year-end (selling of foreign currencies):
(Million EUR)
Amount in foreign
2023
Amount in foreign
2022
Amount in EUR
Amount in EUR
currency
currency
GBP
4.0
4.6
3.5
4.0
USD
-
-
23.6
22.1
JPY
658.6
4.2
647.7
4.5
Other
3.9
3.5
Total
12.6
34.1
The group sold the majority of its PVC/Chlor-Alkali activities in the third quarter of 2011. The electricity purchase agreement relating to that activity was not part of the sale transaction and therefore the group is still under an obligation to purchase certain quantities of electricity. As the group no longer needs the electricity for its own use, it needs to sell the electricity on the market until the end of the contract. Because of significant unobservable inputs, a level 3 fair value measurement is applied for the fair value measurement of the electricity purchase agreement (\u2018PPA\u2019 - Purchase Power Agreement), for which the own-use exemption under IFRS 9 is not applicable anymore. The value of the contract is depending on the current and future difference between market electricity prices and the generation cost based on market gas prices (the \u201cspark spread\u201d), and on the effect of the hourly pricing optimization as foreseen in the contract. The used base load future prices are calculated based on the 2023 average daily TTF Gas Yearly forward prices and on the 2023 average daily Endex Yearly forward electricity prices for Belgium. The future hourly optimization effect is calculated as an extrapolation of the trend since the start of the contract. In November 2023, the group entered into an electricity forward sale agreement. In return for a fixed option premium, the group is obliged to deliver the same quantity of electricity as the one bought in the \u2018PPA\u2019. The terms and conditions to sell energy under this agreement are similar to the terms and conditions of the \u2018PPA\u2019. Because of significant unobservable inputs, a level 3 fair value measurement is also applied for the fair value measurement of this agreement. The fair value of this contract depends on a fixed option premium income and the current and future difference between market electricity prices and the generation cost based on market gas prices, and on the effect of the hourly pricing optimization as foreseen in the contract. As a result of this transaction, the fair value change of this option agreement will offset fair value fluctuations of the \u2018PPA\u2019 . Based on the inputs above, the fair value of the electricity purchase agreement amounted to -6.2 million EUR (compared to a fair value of -8.0 million EUR as per December 31, 2022), while the fair value of the new electricity sale agreement was +2.1 million EUR. The total change in fair value (+3.8 million EUR) was recognized as an EBIT adjusting item (2022: +7.8 million EUR) (note 6 - EBIT adjusting items). The key assumptions used in the valuation as per December 31, 2023 are:
2024
2025
2026
Gas forward price
EUR/MWh
52.2
45.7
36.4
Electricity forward price
EUR/MWh
129.1
122.9
109.1
Discount rate
2.5%
The key assumptions used in the valuation as per December 31, 2022 are:
2023
2024
2025
Gas forward price
EUR/MWh
113.1
79.4
56.3
Electricity forward price
EUR/MWh
257.2
163.5
131.0
Discount rate
2.5%
The sensitivity of the valuation to changes in the principal assumptions of the electricity purchase agreement is the following:
Change in assumption
Impact fair value (Million EUR)
2023
2022
Gas price
+1 EUR/MWh
-2.1
-2.5
Electricity price
+1 EUR/MWh
1.0
1.3
Spark spread optimization
+1 EUR/MWh
1.0
1.3
Discount rate
+1%
0.1
0.2
Running hours T-Power nv
+10%
-1.6
-1.9
The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. As the terms and conditions of the electricity forward sale agreement are similar to those of the electricity forward purchase agreement, the group only retains an insignificant exposure to the volatility of gas and electricity prices . 27. Guarantees and commitments
(Million EUR)
2023
2022
Guarantees given by third parties on behalf of the group
29.9
29.3
Guarantees given on behalf of third parties
1.8
3.0
Guarantees received from third parties
9.2
6.7
Commitments related to capital expenditures
84.2
52.9
Guarantees given by third parties on behalf of the group mainly relate to the fulfilment of environmental obligations for 22.7 million EUR (2022: 22.7 million EUR) of Tessenderlo Group nv. The remaining balance consists of numerous other guarantees to secure custom and other obligations. Guarantees given on behalf of third parties mainly relate to guarantees given for the fulfilment of lease obligations. The guarantees received from third parties concern guarantees, which suppliers grant to the group as guarantee for the proper execution of investment projects. Capital expenditure contracted for at the end of the reporting period, but not yet incurred, amounts to 84.2 million EUR (2022: 52.9 million EUR). These commitments mainly include the capital expenditure related to the construction of a new Thio-Sul\u00ae manufacturing plant in the Netherlands (operating segment Agro), the construction of a new liquid fertilizer plant in the Unites States (operating segment Agro), the ongoing construction of a new headquarter office for Picanol Group in Ieper (operating segment Machines & Technologies), capital expenditure to facilitate an improved valorization of animal by-products, as well as the purchase of trucks which were previously leased (operating segment Bio-valorization), and investments in production capacity expansion and in production efficiency improvements within DYKA Group (operating segment Industrial Solutions). The shares of T-Power nv are pledged in first degree to guarantee the liabilities in respect of a \u201cfacility agreement\u201d of 440.0 million EUR signed on December 18, 2008 between T-Power nv and a syndicate of banks as amended and restated for the last time pursuant to an amendment and restatement deed on March 25, 2019 (with one remaining bank). The T-Power nv shares are pledged in second degree to guarantee the \u201ctolling agreement\u201d for the entire 425 MW capacity signed on August 13, 2008 between T-Power nv and RWE group. The tolling agreement has a 15-year duration and will end in June 2026. The group and its subsidiaries have certain other contingent liabilities relating to long-term purchase obligations and commitments. The agreements typically concern strategic raw materials and goods and services, such as electricity and gas. 28. Contingencies The group is confronted with a number of claims or potential claims and disputes, which are a consequence of the daily operational activities. To the extent such claims and disputes are such that it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation, suitable provisions have been made. Tessenderlo Group and Akiolis have taken note of a statement of objections (\"notification de griefs\") sent by the French Competition Authority on April 28, 2022, to, among others, the company and Akiolis companies. Tessenderlo Group nv and Akiolis companies are accused of having infringed French competition law in connection with a reorganization of its activities in 2015. Tessenderlo Group and Akiolis are cooperating with the investigation and have prepared their defense on this matter together with their lawyers. The financial impact of this case, if any, can currently not reliably be estimated based on the information in the notification. It is the group\u2019s policy to recognize environmental provisions in the balance sheet, when the group has a present obligation (legal or constructive) as a result of a past event, when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation. These provisions are reviewed periodically and adjusted, if necessary, as assessments and work proceeds and additional information becomes available. Environmental liabilities can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. As stated in note 24 - Provisions, the environmental provisions in accordance with the above policies aggregated to 97.8 million EUR at December 31, 2023 (December 31, 2022: 96.7 million EUR). While it is not feasible to predict the outcome of all pending environmental exposures, it cannot be excluded that there will be a need for future provisions for environmental costs. In management\u2019s opinion, based on information currently available, such provisions would not have a material effect on the group\u2019s financial position, taking into account the current financial structure of the group. However, it cannot be excluded that such provisions could have a material impact on the income statement of a specific accounting period. Acquisition, investment and joint-venture agreements as well as divestments may contain habitual provisions leading to price adjustments. In addition, for divestments, proper consideration has been given to provisions for possible indemnifications payable to the acquirer, if any, including matters in the area of health, environment, tax, product liability, restructuring, competition, pensions and share incentives. Based on information currently available, the possibility of any significant cash outflow is considered to be remote. Some plants of the group need to comply with the European regulations to cover operational emissions for products exposed to carbon leakage. In a case of a deficit, additional emission allowances will be purchased. The cost of additional emission allowances purchased during 2023 was equal to 10.6 million EUR (2022: 6.4 million EUR). The surplus or deficit of emission allowances over the next year may vary, depending on several factors such as future production volumes, process optimizations and energy efficiency improvements. The carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR as per December 31, 2023 (2022: 0.9 million EUR). 29. Related parties The company has a related party relationship with its subsidiaries, joint-ventures and with its controlling shareholders (Oostiep Group bv, controlled by Mr. Luc Tack, and Manuco International nv, controlled by Mr. Patrick Steverlynck), directors and its Executive Committee. The Belgian pension fund \u201cOFP Pensioenfonds\u201d, which covers the post-employment benefit obligation of the employees of Tessenderlo Group nv and Tessenderlo Chemie International nv, is also considered to be a related party. In accordance with article 7:53 of the Belgian Code of Companies and Associations, the extraordinary meeting of shareholders of July 10, 2019 has decided to introduce a loyalty voting right for each fully paid-up share that has continuously been registered in the share register on the name of the same shareholder for at least two years. The total number of voting rights amounts to 109,147,812 as per December 31, 2023. Out of these 109,147,812 voting rights (a) the exercise of the 97,500 voting rights attached to the treasury shares of Tessenderlo Group nv is suspended in accordance with article 7:217, \u00a71, second paragraph of the Belgian Companies and associations code and (b) the exercise of the 43,567,589 voting rights attached to the shares that are held by Picanol nv is suspended in accordance with article 7:224 of the Belgian Companies and associations code. As per December 31, 2023 Oostiep Group bv was holding 37,439,220 voting rights (34.30% of the total voting rights), while Manuco International nv and Mr. Patrick Steverlynck were holding 5,690,283 voting rights (5.21% of the total voting rights). The group purchased and sold goods and services to various related parties in which the group holds a 50% equity interest (investment in joint-ventures). Such transactions were conducted at terms comparable to transactions with third parties. As per December 31, 2023, the group has an outstanding payable of 7.7 million EUR, related to the 2022 dividend withholding taxes, to Oostiep Group bv. This payable was settled in January 2024 (note 25 - Trade and other payables). Premiums for an amount of 2.0 million EUR were paid to the Belgian pension fund, \u201cOFP Pensioenfonds\u201d(2022: 1.8 million EUR). Liabilities related to employee benefits schemes as per December 31, 2023 include 7.3 million EUR related to the \u201cOFP Pensioenfonds\u201d (2022: 7.8 million EUR). Transactions with joint-ventures 36 :
(Million EUR)
note
2023
2022
Transactions with joint-ventures - Sales
-
-
Transactions with joint-ventures - Purchases
-49.2
-74.9
Non-current assets
5.7
8.2
Current assets
16
0.4
0.7
Current liabilities
25
3.2
3.5
The lower amount of purchases with joint-ventures (49.2 million EUR in 2023 compared to 74.9 million EUR in 2022) can be explained by a decrease of the purchase prices. 36 We refer to note 14 - Investments accounted for using the equity method, other investments and guarantees for more information on the group\u2019s joint-ventures. Tessenderlo Kerley, Inc. has granted a 11.0 million USD loan to the joint-venture Jupiter Sulphur LLC, which was fully drawn in the period over 2017 and 2018, and which remains outstanding for 6.3 million USD (5.7 million EUR). Jupiter Sulphur LLC obtained the same amount from the other joint-venture partner. The loan is interest bearing (3.0%) and outstanding till December 2026 at the latest, whereby the cash needs in Jupiter Sulphur LLC will be taken into account. The granted loan is included in \u201cOther investments\u201d in the group\u2019s consolidated statement of financial position. The related interest income is considered to be insignificant and is not eliminated. Transactions with the members of the Executive Committee:
(Million EUR)
2023
2022
Short-term employee benefits
2.2
3.4
Long-term employee benefits
0.8
0.5
Post-employment benefits
0.1
0.1
Severance pay
1.6
-
Total
4.7
4.0
Short-term employee benefits include salaries and accrued bonuses over 2023 (both including social security contributions), car leases and other allowances or benefits where applicable. The short-term employee benefits include fix and variable employee benefits for respectively 1.7 million EUR and 0.5 million EUR. The variable short term employee benefits are related to the performance of the year 2023 and are payable within 12 months after the end of the year 2023. The long-term benefits are related to the long term incentive plans applicable for the senior management levels: \u2022 The amount included in 2022 covers the advance payment of 25% of the target amount related to the long-term incentive plan for the years 2022-2024, paid out in 2023. \u2022 The amount included in 2023 covers the second advance payment of 25% of the target amount to the CEO, related to the long-term incentive plan 2022-2024, to be paid out in April 2024. As the COO/CFO left the company in 2023, the amount included in 2023 also covers the settlement of his remaining long-term incentive plans, to be paid in 2024. The post-employment benefits include the periodic pension costs of the pension plan, calculated by an actuary. Mr. Stefaan Haspeslagh left the company on December 31, 2023. Mr. Stefaan Haspeslagh/Findar BVBA, represented by Mr. Stefaan Haspeslagh, was entitled to a termination benefit payment of 1.6 million EUR, excluding the 2023 short term variable and long term incentive. The Executive Committee in 2023 was composed by the CEO, Mr. Luc Tack, and the COO/CFO Mr. Stefaan Haspeslagh, permanent representative of Findar BVBA as well as any other member appointed by the Board of Directors (no one at this stage). In 2023, the members of the Executive Committee did not receive any shares from Tessenderlo Group nv. There was no new emission of warrants in 2023 and no warrants were exercised by members of the Executive Committee during 2023. In the fourth quarter of 2023, the group announced several senior leadership changes as part of the further succession planning for the group. In this context, an agreement was concluded with Mr. Stefaan Haspeslagh whereby his respective executive functions as CFO and COO ended on December 31, 2023. Mr. Haspeslagh will continue to serve as Director and Chairman of the Board of Directors until the next General Shareholders' Meeting in 2024. On January 1, 2024, Mr. Miguel de Potter has joined the Executive Committee as new CFO and Mrs. Sandra Hoeylaerts has taken up the position of Chief Transformation Officer (CTO) on January 1, 2024. The new ExCom is made up of Mr. Luc Tack (CEO), Mrs. Sandra Hoeylaerts (CTO), and Mr. Miguel de Potter (CFO) from January 1, 2024, onwards. The following related party transactions took place with other companies owned by Mr. Luc Tack in 2023: \u2022 Tessenderlo Kerley, Inc. rents office space of the Phoenix (United States) headquarters building to Talalay Global (United States). \u2022 Kuhlmann Europe has been selling ferric chloride and caustic soda to Truck- en Tankcleaning Tack nv. \u2022 Tessenderlo Group has provided legal services to Latexco, while DYKA Group (operating segment Industrial Solutions) replaced Latexco in their partnership with Soudal-Quickstep Team during the Tour de France of 2023. \u2022 Picanol nv engaged in commercial transactions involving the sales of spare parts of weaving machines. These transactions are considered to be insignificant and were concluded at arm\u2019s length conditions and were approved by the Board of Directors. Some family members of Mr. Luc Tack are employed by the group or have an advisory role within the group. All agreements were concluded at arm\u2019s length conditions and were approved by the Board of Directors. Mrs. Laurie Tack was appointed as non-executive director on the annual shareholders\u2019 meeting on May 9, 2023. No transactions, except for those mentioned above, have occurred with the members of the Executive Committee. Transactions with the members of the Board of Directors:
Members
Remuneration in EUR
2023
2022
Management Deprez bv, represented by
Fixed annual fee
45,000
27,500
its permanent representative Ms. Veerle
Variable fee per half day attended
11,000
23,000
Deprez (independent non-executive
director). Member of the Board of
Directors since June 6, 2017.
Total remuneration
56,000
50,500
ANBA bvba, represented by its
Fixed annual fee
45,000
27,500
permanent representative Ms. Anne-
Additional fixed fee for chairman of Audit Committee
5,000
3,000
Marie Baeyaert (independent non-
executive director). Member of the Board
Variable fee per half day attended
11,000
23,000
of Directors since June 6, 2017.
Total remuneration
61,000
53,500
Fixed annual fee
45,000
27,500
Stefaan Haspeslagh (executive director)
Additional fixed fee for chairman of Board of Directors
132,500
72,500
Variable fee per half day attended
11,000
15,000
Total remuneration
188,500
115,000
Fixed annual fee
45,000
27,500
Luc Tack (executive director)
Variable fee per half day attended
11,000
15,000
Total remuneration
56,000
42,500
Fixed annual fee
45,000
27,500
Karel Vinck (non-executive director)
Variable fee per half day attended
11,000
15,500
Total remuneration
56,000
43,000
Wouter De Geest (independent non-
Fixed annual fee
45,000
27,500
executive director). Member of the Board
Variable fee per half day attended
11,000
22,000
of Directors since May 11, 2021.
Total remuneration
56,000
49,500
Fixed annual fee
28,911
-
Laurie Tack (non-executive director)
Variable fee per half day attended
8,000
-
Total remuneration
36,911
0
Pasma nv, represented by its permanent
Fixed annual fee
28,911
-
representative Mr. Patrick Steverlynck
Variable fee per half day attended
8,000
-
(non-executive director).
Total remuneration
36,911
0
Ann Vereecke bv, represented by its
Fixed annual fee
28,911
-
permanent representative Ms. Ann
Variable fee per half day attended
8,000
-
Vereecke (independent non-executive
director). Member of the Board of
Directors since May 9, 2023.
Total remuneration
36,911
0
Total
584,233
354,000
30. Auditor\u2019s fees KPMG R\u00e9viseurs d'Entreprises / Bedrijfsrevisoren BV/SRL, represented by Mr. Joachim Hoebeeck, was reappointed as group statutory auditor by the shareholders meeting of the company on May 10, 2022. The fees paid by the group to its auditor amounted to:
(Million EUR)
2023
Audit
Audit related
Other
Total
KPMG (Belgium)
0.5
0.1
0.1
0.7
KPMG (Outside Belgium)
0.7
0.0
0.0
0.8
Total
1.3
0.1
0.1
1.4
(Million EUR)
2022
Audit
Audit related
Other
Total
KPMG (Belgium)
0.3
0.1
-
0.4
KPMG (Outside Belgium)
0.8
-
0.0
0.8
Total
1.0
0.1
0.0
1.2
31. Subsequent events On January 19, 2024, a major fire incident occurred in a building next to an external warehouse of PB Gelatins UK Ltd. (Bio-valorization segment) in Bridgend, which was used for the storage of gelatin products. The stored inventory, which had a gross carrying amount of approximately 9.7 million GBP, was affected. Although the stock is insured, it is not yet certain that the gross value will be fully recovered from the insurance proceeds. The impact on the operational and commercial activities of PB Gelatins UK Ltd. is expected to be limited. 32. Group companies Listed below are all the group companies. The total number of consolidated companies is 76 37 . List of the consolidated companies on December 31, 2023, accounted for by the full consolidation method:
Belgian
Entity
Address
company
Ownership
number
Europe
Belgium
DYKA Plastics nv
3900
Pelt
0414467340
100%
Belgium
Tessenderlo Chemie International
1050
Brussels
0407247372
100%
nv
Belgium
Tessenderlo Group nv
1050
Brussels
0412101728
Parent company
Belgium
Tessenderlo Development
1050
Brussels
0724619989
100%
Services nv
Belgium
T-Power Energy Services bv
1050
Brussels
0838489378
100%
Belgium
T-Power nv
1050
Brussels
0875650771
100%
Belgium
Picanol nv
8900
Ieper
0405502362
100%
Belgium
Picanol Group nv
8900
Ieper
0643795829
100%
Belgium
Melotte nv
3520
Zonhoven
0407155421
100%
Belgium
Proferro nv
8900
Ieper
0438243426
100%
Belgium
Psicontrol nv
8900
Ieper
0437446145
100%
Czech Republic
DYKA s.r.o.
27361
Velka Dobra
100%
France
Akiolis Group SAS
72100
Le Mans
100%
France
Atemax France SAS
72100
Le Mans
100%
France
Burckl\u00e9 SAS
68290
Bourbach-le-Bas
100%
France
DYKA SAS
62140
Sainte Austreberthe
100%
France
DYKA Tube SAS
18570
La Chapelle-Saint-Ursin
100%
France
DYKA R\u00e9seaux SAS
27600
Gaillon
100%
France
Etablissements Charvet P\u00e8re et
91490
Milly-La-For\u00eat
100%
Fils SAS
France
Etablissements Violleau SAS
79380
La For\u00eat sur S\u00e8vre
100%
France
Kuhlmann France SAS
59120
Loos
100%
France
Tefipar SAS
59120
Loos
100%
France
Tessenderlo Kerley France SAS
59120
Loos
100%
France
Tessenderlo Services SARL
59120
Loos
100%
France
SCI Les Violettes
79380
La For\u00eat sur S\u00e8vre
100%
France
Soleval France SAS
72100
Le Mans
100%
Germany
BT Nyloplast GmbH
86551
Aichach
100%
Germany
PB Gelatins GmbH
31582
Nienburg
100%
Hungary
BT Nyloplast Kft
3636
Vadna
100%
Luxembourg
Terelux SA
2163
Luxembourg
100%
Poland
DYKA Sp.z.o.o.
55-221 Jelcz-Laskowice
100%
Romania
DYKA Plastic Pipe Systems S.R.L.
Cluj Napoca Municipalith - Cluj County
100%
Romania
Psicontrol SRL
505400
Rasnov
100%
Slovakia
DYKA SK s.r.o.
82109
Bratislava
100%
Spain
Akiolis Iberia S.L.
08018
Barcelona
100%
Switzerland
Kuhlmann Switzerland AG
5332
Rekingen
100%
The Netherlands
BT Nyloplast bv
3295
KG 's Gravendeel
100%
The Netherlands
DYKA bv
8331
LJ Steenwijk
100%
The Netherlands
Tessenderlo Kerley Netherlands
bv
4825
AV Breda
100%
The Netherlands
Tessenderlo NL Holding bv
4825
AV Breda
100%
United Kingdom
John Davidson Pipes Ltd.
Edinburgh EH3 8UL
100%
United Kingdom
PB Gelatins UK Ltd.
Pontypridd CF 375 SQ
100%
United Kingdom
Tessenderlo Holding UK Ltd.
Pontypridd CF 375 SQ
100%
37 In 2023 Limburgse Rubber Produkten nv, PB Shengda (Zhejiang) Biotechnoloy Co. Ltd, John Davidson Holdings Ltd. and DYKA UK Ltd. were liquidated. CP Sciontek AGDEV Inc changed name into Tessenderlo Kerley Philippines Inc. Tessenderlo Singapore Pte Ltd. is a new created company in 2023. Following the acquisition of Picanol Group (note 4 - Acquisitions and disposals), the group acquired 16 legal entities of Picanol Group, of which Verbrugge nv merged into Picanol nv during 2023.
United States
US
Environmentally Clean Systems LLC
Dover, DE 19904
69.01%
US
ECS Myton, LLC
Dover, DE 19904
51.00%
US
Kerley Trading Inc.
Wilmington, DE 19801
100%
US
MPR Services Inc.
Wilmington, DE 19801
100%
US
PB Leiner USA Corporation
Davenport, Iowa 52806
100%
US
Picanol of America
Greenville, SC 29605
100%
US
Tessenderlo Kerley, Inc.
Dover, DE 19904
100%
US
Tessenderlo USA Inc.
Dover, DE 19904
100%
Rest of the world
Argentina
PB Leiner Argentina SA
Ciudad Aut\u00f3noma de Buenos Aires
100%
Belarus
Tessenderlo Kerley Bela LLC
220036
Minsk
100%
Brazil
PB Brasil Industria e Comercio de
Acorizal, Mato Grosso CEP 78480-000
60%
Gelatinas Ltda
Brazil
Picanol do Brazil
Americana, SP CEP 13471-030
100%
Brazil
Tessenderlo Kerley Brasil Ltda
13091-611
Campinas - SP
100%
Chile
Kerley Latinoamericana
9358
Santiago
100%
Comercializadora Limitada
Xinyi Village, Kongguo County, Nehe City, Qiqihaer City,
China
PB Gelatins (Heilongjiang) Co. Ltd.
Heilongjiang Province
100%
China
PB Leiner (Hainan) Biotechnology Co.
Chengmai County - Hainan Province
80%
Ltd.
China
Picanol (Suzhou Industrial Park) Textile
Suzhou - Jiangsu Province
100%
Machinery Co.,Ltd.
China
Picanol (Suzhou) Trading Co.,Ltd
Suzhou - Jiangsu Province
100%
Costa Rica
Tessenderlo Kerley Costa Rica SA
La Union Tres Rios - Cartago
100%
India
Picanol India
New Delhi, India, 110 015
100%
India
Tessenderlo Kerley India Private Ltd.
Gurgaon, Haryana, 122018
100%
Indonesia
PT. Picanol Indonesia
Bandung 40261, West Java
100%
Japan
TKI Japan KK
Tokyo - Chiyoda-ku
100%
Mexico
Picanol de Mexico
08400,
Mexico D.F.
100%
Mexico
Tessenderlo Kerley Mexico SA de CV
Ciudad Obregon, Estado de Sonora
100%
Paraguay
Maramba S.R.L.
Chacoi Villa Hayes - Asuncion del Paraguay
100%
Peru
TKP Peru S.A.C.
Ciudad de Lima - Provincia de Lima
100%
Philippines
Tessenderlo Kerley Philippines, Inc.
Don Jos\u00e9, Sta. Rosa Laguna 4026
100%
Singapore
Tessenderlo Singapore Pte. Ltd.
338729
Singapore
100%
Turkey
Picanol Tekstil Makinalari
34149
Yesilkoy, Istanbul
100%
Turkey
Tessenderlo Kerley Turkey Tarim Ve
35730
Kemalpasa - Izmir
100%
Kimya Sanayi Ve. Tic. Ltd. STI
List of the consolidated companies on December 31, 2023 accounted for by the equity method:
List of the non-consolidated companies on December 31, 2023 due to their insignificant impact on the
consolidated figures:
Europe
France
Etablissements Michel SAS
31800
Villeneuve de Rivi\u00e8re
50.00%
United States
US
Jupiter Sulphur LLC
Wilmington, DE 19801
50.00%
Europe
Belgium
SYMATEX cv
1030 Schaarbeek
36.29%
33. Critical accounting estimates and judgements The preparation of the financial statements in conformity with IFRS as adopted for use by the European Union requires management to make judgments, estimates and assumptions that affect the application of the accounting policies, the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making the reported amounts of revenue and expenses that may not be readily apparent from other sources. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically and the effects of revisions, if needed, are reflected in the financial statements. The areas of judgments, estimates and assumptions used in preparing the consolidated financial statements as per December 31, 2023 are the same as those applied and disclosed in the consolidated financial statements at December 31, 2022. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next year are addressed below: \u2022 Impairments. The carrying amount of property, plant and equipment, goodwill and intangible assets is reviewed at each balance sheet date to determine whether an indication of impairment exits. If any such indication exists, the asset\u2019s recoverable amount is estimated (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). \u2022 Leases. The company leases various items of Property, plant and equipment, mainly including real estate and vehicles. Some leases contain extension options, allowing operational flexibility, exercisable by the group. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal (note 11 - Property, plant and equipment). \u2022 Inventory obsolescence and lower of cost or net realizable value adjustments, which are determined based on experience and the assessment of market circumstances (note 17 - Inventories). \u2022 Employee benefits. The calculation of defined benefit obligations is based on actuarial assumptions such as future salary increases, inflation, turnover rates and life expectancy and through the use of a discount rate (note 23 - Employee benefits). \u2022 Deferred taxes. Deferred tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. In making its judgment, management takes into account the long term business strategy (note 15 - Deferred tax assets and liabilities). \u2022 Provisions and contingencies. The amounts recognized reflect management\u2019s best estimate of the expected expenditures required to settle the present obligation at balance sheet date. If the effect is material, provisions are determined by discounting the expected future cash flows. Provisions can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation, a change in best practices for sanitation, a change in timing of cash outflows, a change in agreement with authorities on the treatment of the polluted site or other factors of a similar nature (note 24 - Provisions). Financial instruments (note 26 - Financial instruments). These are measured at fair value in the statement of financial position based on: - inputs other than quoted prices that are observable for the asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from prices) or - inputs for the asset or liability that are not based on observable market data. Statement on the true and fair view of the consolidated financial statements and the fair overview of the management report Mr. Luc Tack (CEO) and Mr. Miguel de Potter (CFO), certify, on behalf and for the account of the company, that, to his/their knowledge, a) the consolidated financial statements which have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position, the income statement of the company, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows, and the entities included in the consolidation as a whole, b) the consolidated management report includes a fair overview of the development and performance of the business and the position of the company, and the entities included in the consolidation, together with a description of the principal risks and uncertainties which they are exposed to. Statutory auditor\u2019s report Statutory auditor\u2019s report to the general meeting of Tessenderlo Group nv on the consolidated financial statements as of and for the year ended December 31, 2023. In the context of the statutory audit of the consolidated financial statements of Tessenderlo Group nv (\u201cthe Company\u201d) and its subsidiaries (jointly \u201cthe Group\u201d), we provide you with our statutory auditor\u2019s report. This includes our report on the consolidated financial statements for the year ended December 31, 2023, as well as other legal and regulatory requirements. Our report is one and indivisible. We were appointed as statutory auditor by the general meeting of May 10, 2022, in accordance with the proposal of the board of directors issued on the recommendation of the audit committee and as presented by the workers\u2019 council. Our mandate will expire on the date of the general meeting deliberating on the annual accounts for the year ended December 31, 2024. We have performed the statutory audit of the consolidated financial statements of the Group for 5 consecutive financial years. Report on the consolidated financial statements Unqualified opinion We have audited the consolidated financial statements of the Group as of and for the year ended December 31, 2023, prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium. These consolidated financial statements comprise the consolidated statement of financial position as at 3 December 31, 2023, the consolidated statements of profit or loss, profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended and notes, comprising material accounting policies and other explanatory information. The total of the consolidated statement of financial position amounts to 2,914.7 million EUR and the consolidated statement of profit or loss shows a profit for the year of 114.4 EUR. In our opinion, the consolidated financial statements give a true and fair view of the Group\u2019s equity and financial position as at December 31, 2023 and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium. Basis for our unqualified opinion We conducted our audit in accordance with International Standards on Auditing (\u201cISAs\u201d) as adopted in Belgium. In addition, we have applied the ISAs as issued by the IAASB and applicable for the current accounting year while these have not been adopted in Belgium yet. Our responsibilities under those standards are further described in the \u201cStatutory auditors\u2019 responsibility for the audit of the consolidated financial statements\u201d section of our report. We have complied with the ethical requirements that are relevant to our audit of the consolidated financial statements in Belgium, including the independence requirements. We have obtained from the board of directors and the Company\u2019s officials the explanations and information necessary for performing our audit. 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. Impairment of property, plant and equipment, goodwill and intangible assets We refer to Notes 11, 12 and 13 being respectively \u2018Property, plant and equipment\u2019, \u2018Goodwill\u2019 and \u2019Intangible assets\u2019 of the consolidated financial statements. \u2022 Description Property plant and equipment, goodwill and intangible assets amount to 1,474.8 million EUR as at December 31, 2023 and represent 50.6 % of the Group\u2019s total assets as at December 31, 2023. The Group performs a yearly impairment test for goodwill as well as for Property, Plant & Equipment (\u201cPPE\u201d) and intangible assets when there are indications that the carrying value of PPE and intangible assets may be impaired. The Group estimates the recoverable amount as of December 31, 2023 for each of the smallest groups of assets that generate largely independent cash flows (the cash-generating units or \u201cCGUs\u201d) for goodwill and for PPE and intangible assets when impairment indicators have been identified. Management prepares a recoverable amount assessment by discounting future cash flow projections to determine whether these assets have to be impaired at the reporting date and the amount of the impairment. Impairment of PPE, goodwill and intangible assets is identified as a key audit matter due its significance to the balance sheet total (50.6%) and the level of judgement required by Management, which is principally related to the inputs used in both forecasting and discounting future cash flows to determine the recoverable amount. \u2022 Our audit procedures included, with the assistance of our valuation specialists: - Challenging Management\u2019s assessment of potential indicators of impairment based on our own expectations developed from our knowledge of the Group and our understanding of internal and external factors relevant to the Group; - Challenging Management\u2019s identification of CGUs with reference to our understanding of the Group\u2019s business and the requirements of the prevailing accounting standards; - Evaluating the process by which Management\u2019s cash flow forecasts were prepared, including testing the underlying calculations and reconciling them to the latest board of directors approved financial targets; - Analyzing the Group\u2019s ability to forecast cash flows accurately by performing a retrospective review on such cash flows through comparing key assumptions to historical results. We also challenged key inputs and data used to develop the forecasted cash flows based on our knowledge of the business; - Assessing the appropriateness of the Group\u2019s valuation methodology and its determination of discount rates and other key assumptions; - Testing the mathematical accuracy of the impairment models; - Performing sensitivity analyses around the key assumptions used for the determination and discounting of cash flow forecasts, in particular EBIT, weighted average cost of capital and growth rates used by the Group - Verifying the appropriateness of the Group\u2019s disclosures in respect of impairment of goodwill, PPE and intangible assets as included in respectively Note 11, 12 and 13 to the consolidated financial statements. Disclosures with respect to 2023 accounting impact and consolidation of Picanol nv (\u201cPicanol Group\u201d) as a result of the voluntary public exchange offer by Tessenderlo Group nv for all shares issued by Picanol nv as announced on July 8, 2022 We refer to Note 4 \u2018Acquisitions and disposals\u201d, more specifically \u201cAcquisition of Picanol Group\u201d\u2019 and all other notes indicated with \u2018Pro Forma\u2019 throughout the consolidated financial statements. \u2022 Description On July 8, 2022, Tessenderlo Group nv and Picanol Group announced their intention to combine the industrial activities of both companies into one large industrial group. Since 2013, Picanol Group has had a reference interest in Tessenderlo Group nv, and since 2019, Tessenderlo Group nv has been fully consolidated in Picanol Group\u2019s consolidated financial statements. On the announcement date, Picanol Group, through its wholly owned subsidiary Verbrugge nv, held 21,860,003 (50.65%) shares in Tessenderlo Group nv to which 62.89% of the voting rights were attached. As disclosed in Note 4 as referred to above, during financial year 2022 and 2023 a number of transactions and offerings took place resulting that Tessenderlo Group nv owned 97.90% of the shares in Picanol Group as of January 2, 2023. As from January 2023, Picanol Group was fully consolidated into the consolidated results of Tessenderlo Group nv. Subsequently a public exchange offer was made by Tessenderlo Group nv on the remaining shares of the Picanol Group. Prior year, the matter as described above was identified as a key audit matter due to the importance of it as a subsequent event, the impact it had on the financial position of the Company and the Group, the complexity of the transaction from an accounting point of view and also in terms of legal aspects. In the current year, the accounting of the transaction of Picanol Group as described above in the consolidated financial statements of Tessenderlo Group nv for the year ended December 31, 2023 is also identified as a key audit matter due to the significant impact, more specifically referring to the inclusion of Pro Forma information throughout the consolidated financial statements which shows the impact as of the acquisition of Picanol Group by Tessenderlo Group nv would have occurred as of January 1, 2022 on the consolidated statement of financial position as at December 31, 2023, the consolidated statements of profit or loss, profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended and the disclosure notes. \u2022 Our audit procedures included: - Verifying the proper integration and presentation of the 2022 Pro Forma consolidated income statement, the 2022 Pro Forma consolidated statement of comprehensive income, the 2022 Pro Forma consolidated statement of financial position, the 2022 Pro Forma consolidated statement of cash flows and the related Pro Forma notes (\u201c2022 Pro Forma Financial Information\") to the 2023 consolidated financial statements by comparing the 2022 Pro Forma Financial Information as disclosed in note 31 Subsequent events as included in the 2022 consolidated financial statements of Tessenderlo Group nv with the 2022 Pro Forma Financial Information included in the 2023 consolidated financial statements ; - Comparing the Fair value adjustments recognized by Picanol Group on Tessenderlo Group nv and the Picanol Group figures as disclosed in note 4 and note 31 Subsequent events as included in the 2022 consolidated financial statements of Tessenderlo Group nv with the disclosures on the Fair value adjustments as included in the 2023 consolidated financial statements of Tessenderlo Group nv; - Verify the accuracy of the 2022 Pro Forma figures and the \u201cchange in consolidation scope\u201d as included in the notes of the 2023 consolidated financial statements; - Assessing the adequacy of the presentation of the Pro Forma figures as included in the notes to the consolidated financial statements as per December 31, 2023. Board of directors\u2019 responsibilities for the preparation of the consolidated financial statements The board of directors is responsible for the preparation of these consolidated financial statements that give a true and fair view in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium, and for such internal control as board of directors determines, is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, the board of directors is responsible for assessing the Group\u2019s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the board of directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Statutory auditor\u2019s responsibilities for the audit of the consolidated financial statements Our objectives are to obtain reasonable assurance as to whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor\u2019s 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 the users taken on the basis of these consolidated financial statements. When performing our audit we comply with the legal, regulatory and professional requirements applicable to audits of the consolidated financial statements in Belgium. The scope of the statutory audit of the consolidated financial statements does not extend to providing assurance on the future viability of the Group nor on the efficiency or effectivity of how the board of directors has conducted or will conduct the business of the Group. Our responsibilities regarding the going concern basis of accounting applied by the board of directors are described below. As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also perform the following procedures: \u2022 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; \u2022 Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group\u2019s internal control; \u2022 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by board of directors; \u2022 Conclude on the appropriateness of board of directors\u2019 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 Group\u2019s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors\u2019 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 auditors\u2019 report. However, future events or conditions may cause the Group to cease to continue as a going concern; \u2022 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 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 the audit committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide the audit committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. For the matters communicated with the audit committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor\u2019s report unless law or regulation precludes public disclosure about the matter. Other legal and regulatory requirements Responsibilities of the Board of directors The board of directors is responsible for the preparation and the content of the board of directors\u2019 annual report on the consolidated financial statements, the statement of the non-financial information attached to the board of directors\u2019 annual report on the consolidated financial statements and the other information included in the annual report. Statutory auditor\u2019s responsibilities In the context of our engagement and in accordance with the Belgian standard which is complementary to the International Standards on Auditing as applicable in Belgium, our responsibility is to verify, in all material respects, the board of directors\u2019 annual report on the consolidated financial statements, the statement of the non-financial information attached to the board of directors\u2019 annual report on the consolidated financial statements and the other information included in the annual report, and to report on these matters. Aspects concerning the board of directors\u2019 annual report on the consolidated financial statements and other information included in the annual report Based on specific work performed on the board of directors\u2019 annual report on the consolidated financial statements, we are of the opinion that this report is consistent with the consolidated financial statements for the same period and has been prepared in accordance with article 3:32 of the Companies\u2019 and Associations\u2019 Code. In the context of our audit of the consolidated financial statements, we are also responsible for considering, in particular based on the knowledge gained throughout the audit, whether the board of directors\u2019 annual report on the consolidated financial statements and other information included in the annual report: \u2022 Activity report 2023 \u2022 Management report 2023 contain material misstatements, or information that is incorrectly stated or misleading. In the context of the procedures carried out, we did not identify any material misstatements that we have to report to you. The non-financial information required by article 3:32 \u00a72 of the Companies\u2019 and Associations\u2019 Code has been included in the board of directors\u2019 annual report on the consolidated financial statements. The Company has prepared this non-financial information based on Global Reporting Initiative (GRI) framework. In accordance with art 3:80 \u00a71, 1st paragraph, 5\u00b0 of the Companies\u2019 and Associations\u2019 Code, we do not comment on whether this non-financial information has been prepared in accordance with the GRI framework mentioned in the \u201cSustainability Report\u201d as included in the annual report. Information about the independence \u2022 Our audit firm and our network have not performed any engagement which is incompatible with the statutory audit of the consolidated accounts and our audit firm remained independent of the Group during the term of our mandate. \u2022 The fees for the additional engagements which are compatible with the statutory audit referred to in article 3:65 of the Companies\u2019 and Associations\u2019 Code were correctly stated and disclosed in the notes to the consolidated financial statements. European Single Electronic Format (ESEF) In accordance with the draft standard on the audit of compliance of the Financial Statements with the European Single Electronic Format (hereafter \u201cESEF\u201d), we have audited as well whether the ESEF- format is in accordance with the regulatory technical standards as laid down in the EU Delegated Regulation nr. 2019/815 of December 17, 2018 (hereafter \u201cDelegated Regulation\u201d). The Board of Directors is responsible for the preparation, in accordance with the ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereafter \u201cdigital consolidated financial statements\u201d) included in the annual financial report. It is our responsibility to obtain sufficient and appropriate information to conclude whether the format and the tagging of the digital consolidated financial statements comply, in all material respects, with the ESEF requirements under the Delegated Regulation. In our opinion, based on our work performed, the format of and the tagging of information in the official Dutch version of the digital consolidated financial statements as per December 31, 2023, included in the annual financial report of Tessenderlo Group nv are, in all material respects, prepared in compliance with the ESEF requirements under the Delegated Regulation. Other aspect This report is consistent with our additional report to the audit committee on the basis of Article 11 of Regulation (EU) No 537/2014. Ghent, March 26, 2024 KPMG Bedrijfsrevisoren - R\u00e9viseurs d\u2019Entreprises Statutory Auditor represented by Joachim Hoebeeck Bedrijfsrevisor / R\u00e9viseur d\u2019Entreprises Statutory financial report Balance sheet of Tessenderlo Group nv
(Million EUR)
2023
2022
Total assets
Non-current assets
3,001.8
1,247.2
Intangible assets
1.1
0.1
Property, plant and equipment
108.5
110.8
Financial assets
2,892.3
1,136.3
Current assets
609.6
594.6
Non-current trade and other receivables
15.2
0.7
Inventories
108.5
151.6
Current trade and other receivables
349.0
276.3
Other investments
118.5
143.0
Cash and cash equivalents
11.2
17.0
Prepaid expenses and accrued income
7.3
6.1
Total assets
3,611.4
1,841.8
Total liabilities
Shareholders' equity
3,118.6
1,256.1
Issued capital
428.3
216.2
Share premium
1,743.6
238.0
Reserves
584.1
26.9
Retained earnings
362.1
774.4
Capital grants
0.5
0.5
Provisions and deferred taxes
111.9
117.4
Provisions
111.9
117.4
Deferred taxes
-
-
Liabilities
380.9
468.3
Liabilities due in more than one year
95.6
114.0
Liabilities due within one year
275.7
342.4
Accrued expenses and deferred income
9.7
11.9
Total liabilities
3,611.4
1,841.8
Profit and loss statement of Tessenderlo Group nv
(Million EUR)
2023
2022
Total operating income
568.3
823.3
Sales
498.0
613.1
Change in work in progress, finished goods and orders in progress (increase+/decrease-)
-26.6
39.7
Production capitalized
0.7
0.8
Other operating income
89.5
161.8
Non-recurring operating income
6.6
7.9
Total operating charges
-597.6
-792.7
Raw materials and goods purchased for resale
-275.1
-402.5
Services and other goods
-207.3
-264.3
Wages, salaries, social charges and pensions
-82.3
-84.0
Depreciations and amortizations on formation expenses, tangible and intangible assets
-15.2
-15.4
Amounts written-off stocks and trade receivable ( charges (-) / write-back (+) )
-5.5
-5.8
Provision for liabilities and charges (utilisations and write-backs less charges)
4.8
1.8
Other operating charges
-14.4
-16.2
Non-recurring operating charges
-2.6
-6.3
Operating result
-29.2
30.6
Finance income
304.8
358.8
Finance costs
-36.7
-44.1
Profit before taxes
238.8
345.3
Income taxes
-0.1
-4.3
Deferred taxes
-
-
Profit (+) / losses (-)
238.7
341.0
Untaxed reserves
1.4
-0.5
Profit (+) / losses (-) for the year to be allocated
240.1
340.5
Allocations and distributions
(Million EUR)
2023
2022
The Tessenderlo Group nv Board of Directors proposes to allocate the
- Profits, being
240.1
340.5
- Increased by prior years' retained earnings
774.4
494.8
Totaling
1,014.5
835.3
In the following manner:
- Reserves
589.1
-3.2
- Dividends
63.3
64.1
- Retained earnings
362.1
774.4
Totaling
1,014.5
835.3
Extract from the Tessenderlo Group nv separate (non-consolidated) financial statements prepared in accordance with Belgian GAAP The preceding information is extracted from the separate Belgian GAAP financial statements of Tessenderlo Group nv. These separate financial statements, together with the management report of the Board of Directors to the general assembly of shareholders as well as the auditors' report, will be filed with the National Bank of Belgium within the legally foreseen time limits. These documents are also available on request at Tessenderlo Group nv, Troonstraat 130, 1050 Brussel. It should be noted that only the consolidated financial statements present a true and fair view of the financial position and performance of the group. Since Tessenderlo Group nv is also a holding company, which recognizes its investments at cost in its non-consolidated financial statements, these separate financial statements present no more than a limited view of the financial position of Tessenderlo Group nv. For this reason, the Board of Directors deemed it appropriate to publish only an abbreviated version of the non-consolidated balance sheet and income statement prepared in accordance with Belgian GAAP as at, and for the year ended December 31, 2023. The statutory auditor's report is unqualified and certifies that the non-consolidated financial statements of Tessenderlo Group nv prepared in accordance with Belgian GAAP give a true and fair view of the financial position as per December 31, 2023 and results of Tessenderlo Group nv for the year-ended December 31, 2023, in accordance with all legal and regulatory dispositions. Financial glossary Adjusted EBIT Earnings before interests, taxes and EBIT adjusting items. Adjusted EBITDA Earnings before interests, taxes and EBIT adjusting items plus depreciation and amortization. Basic earnings per share (Basic EPS) Profit (+)/loss (-) for the period attributable to equity holders of the company divided by the weighted average number of ordinary shares outstanding during the period. Capital employed (CE) The carrying amount of property, plant and equipment (PP&E), intangible assets and goodwill together with trade working capital. Capital expenditure Amount of money spent to upgrade, acquire or maintain property, plant and equipment (PP&E) and intangible assets. Dividend per share (gross) Total amount paid as dividend divided by the number of shares. Diluted earnings per share (Diluted EPS) Profit (+)/loss (-) for the period attributable to equity holders of the company divided by the fully diluted weighted average number of ordinary shares outstanding during the period. Diluted weighted average number of ordinary shares Weighted average number of ordinary shares, adjusted by the effect of warrants on issue. EBIT Profit(+)/loss(-) from operations. EBIT adjusting items EBIT adjusting items are those items that in management\u2019s judgment need to be disclosed by virtue of their size or incidence. Such items are disclosed in the notes to the financial statements. Transactions which may be recognized as EBIT adjusting items are principally related to restructuring, impairment losses, provisions, gains or losses on significant disposals of assets or subsidiaries and the effect of the electricity purchase and sale agreement. Gearing Net financial debt / (net cash position) divided by the sum of net financial debt / (net cash position) and equity attributable to equity holders of the company. Leverage Net financial debt / (net cash position) divided by Adjusted EBITDA over the last 12 months. Market capitalization Number of shares issued (at the end of the period) multiplied by the market price per share (at the end of the period). Net financial debt / (net cash position) Non-current and current loans and borrowings and bank overdrafts, minus cash and cash equivalents, short term investments and long term investments. Other operating income and expenses Other operating income and expenses include items which cannot be directly allocated to a line item of the consolidated income statement based on their function and that in management\u2019s judgement do not need to be disclosed separately by virtue of their size or incidence. Transactions which may be recognized as other operating income and expenses are mainly costs arising from research and development projects, tax charges other than income taxes, such as withholding taxes and regional taxes, the recognition or reversal of impairment losses on trade receivables, and several individually insignificant items within several subsidiaries of the group. Return on capital employed (ROCE) Adjusted EBIT (last 12 months) divided by the average capital employed (last 12 months). Theoretical aggregated weighted tax rate Calculated by applying the statutory tax rate of each country on the profit before tax of each entity and by dividing the resulting tax charge by the total profit before tax of the group. Trade working capital The sum of inventories and trade receivables minus trade payables and advance payments received. Weighted average number of ordinary shares Number of shares outstanding at the beginning of the period, adjusted by the number of shares cancelled, repurchased or issued during the period multiplied by a time-weighting factor. Alternative performance measures The following alternative performance measures are considered to be relevant in order to compare the results over the period 2022 - 2023 and can be reconciled to the consolidated financial statements as follows: Reconciliation from Adjusted EBIT to EBIT
(Million EUR)
note
2023
2022
Adjusted EBIT
3
120.1
300.1
Gains and losses on disposals
6
1.2
0.3
Restructuring
6
-
-0.3
Impairment losses
6
-
-37.6
Provisions and claims
6
-0.5
13.5
Settlement loss UK pension plan
6
-
-7.3
Electricity purchase and sale agreement
6
-0.5
21.1
Other income and expenses
6
0.4
-1.6
EBIT (Profit (+) / loss (-) from operations)
120.6
288.1
Reconciliation from Adjusted EBITDA to EBIT
(Million EUR)
note
2023
2022
Adjusted EBITDA
3
318.7
434.8
Gains and losses on disposals
6
1.2
0.3
Restructuring
6
-
-0.3
Provisions and claims
6
-0.5
13.5
Settlement loss UK pension plan
6
-
-7.3
Electricity purchase and sale agreement
6
-0.5
21.1
Other income and expenses
6
0.4
-1.6
EBITDA
319.2
460.5
Depreciation and amortization
8
-198.7
-134.7
Impairment losses
8
-
-37.6
EBIT (Profit (+) / loss (-) from operations)
120.6
288.1
Reconciliation gearing
(Million EUR)
note
2023
2022
Non-current loans and borrowings
22
175.3
209.3
Bank overdrafts
22
0.1
0.1
Current loans and borrowings
22
61.4
56.2
Cash and cash equivalents
18/22
-177.0
-156.1
Long term investments
18/22
-70.0
-50.0
Net financial debt or (net cash position)
22
-10.1
59.5
Equity attributable to equity holders of the company
1,930.9
1,401.8
Gearing (net financial debt or net cash position / (equity + net financial debt or
19
-0.5%
4.1%
net cash position))
Reconciliation leverage
For the year ended December 31
(Million EUR)
note
2023
2022
Non-current loans and borrowings
22
175.3
209.3
Bank overdrafts
22
0.1
0.1
Current loans and borrowings
22
61.4
56.2
Cash and cash equivalents
18/22
-177.0
-156.1
Long term investments
18/22
-70.0
-50.0
Net financial debt or net cash position
22
-10.1
59.5
Adjusted EBITDA
3
318.7
434.8
Leverage (net financial debt or net cash position / Adjusted EBITDA last
22
-0.0
0.1
12 months)
Reconciliation capital employed
As per December 31
2023
2022
2022
(Million EUR)
note
Pro Forma
Inventories
17
604.5
566.9
674.4
Trade receivables - 1 year
16
393.0
377.2
466.0
Trade receivables - 1 year: amounts written off
16
-4.3
-3.8
-4.6
Trade receivables from related parties
16
0.4
0.8
0.8
Trade payables -1 year
25
-257.1
-269.3
-363.3
Trade payables from related parties
25
-3.2
-3.5
-3.5
Advance payments received
25
-23.0
-0.3
-54.9
Trade working capital
710.4
668.1
714.9
Property, plant and equipment
11
1,156.1
888.7
1,091.6
Goodwill
12
31.8
32.1
32.5
Intangible assets
13
286.9
107.0
357.6
Net assets
3
1,474.8
1,027.8
1,481.7
Capital employed
2,185.2
1,695.9
2,196.5
Reconciliation return on capital employed (ROCE)
(Million EUR)
2023
2022
EBIT last 12 months
120.6
288.1
Average capital employed last 12 months
2,232.4
1,678.3
ROCE (return on capital employed)
5.4%
17.2%
", "dimensions": { "concept": "ifrs-full:DisclosureOfNotesAndOtherExplanatoryInformationExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-376": { "value": "1. Summary of material accounting policies Tessenderlo Group nv (hereafter referred to as the \"company\"), the parent company, is domiciled in Belgium. The consolidated financial statements for the year ended December 31, 2023 comprise the company and its subsidiaries (together referred to as the \"group\") and the group\u2019s interests in jointly controlled entities. The IFRS financial statements were authorized for issue by the Board of Directors of Tessenderlo Group nv on Tuesday March 26, 2024. (A) Statement of compliance The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) as adopted by the European Union. (B) Basis of preparation The financial statements are presented in euro, which is the company\u2019s functional currency, rounded to the nearest million which may not add up due to rounding. They are prepared on the historical cost basis except for derivative financial instruments and net defined benefit (liabilities)/assets, which are stated at fair value. Assets and disposal groups held for sale are stated at the lower of carrying amount and fair value less cost to sell. The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised (if the revision affects only that period) or in the period of the revision and future periods (if the revision affects both current and future periods). Judgments made by management in the application of IFRS that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in note 33 - Critical accounting estimates and judgments. The consolidated financial statements are presented before the effect of the profit appropriation of the company proposed to the General Assembly of shareholders. The accounting policies set out below have been applied consistently by the company and all consolidated companies to all periods presented in these consolidated financial statements. (C) Principles of consolidation Subsidiaries are entities controlled by the group. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. If the group no longer has control over a subsidiary all assets and liabilities of the subsidiary, any non- controlling interests and other equity components with regard to the subsidiary are derecognized. The gains or losses arising on the loss of control are recognized in the income statement. Non-controlling interests are presented separately from equity attributable to equity holders of the company. Losses realized by subsidiaries with non-controlling interests are proportionally allocated to the non-controlling interests in these subsidiaries, even if this means that the non-controlling interests display a negative balance. Adjustments to non-controlling interests arising from transactions that do not involve the loss of control are based on a proportionate amount of the net assets of the subsidiary. No adjustments are made to goodwill and no gain or loss is recognized in the income statement. Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. All intercompany transactions, balances and unrealized gains and losses on transactions between group companies have been eliminated. Unrealized gains arising from transactions with associates and joint arrangements are eliminated to the extent of the group\u2019s interest in the entity. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. (D) Foreign currency Foreign currency transactions Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at balance sheet date rate. Non-monetary assets and liabilities denominated in foreign currencies that are stated at historical cost are translated to the functional currency at foreign exchange rates of the date of the transaction. Non- monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. For available-for-sale non-monetary assets, foreign exchange gains and losses are not separated from the total fair value changes. Foreign currency differences are recognized in profit or loss and presented within finance costs. Foreign currency translation Assets and liabilities of foreign entities included in the consolidation are translated to euro at the foreign exchange rates applicable at the balance sheet date. The income statement of foreign entities is translated to euro at the annual average foreign exchange rates (approximating the foreign exchange rates prevailing at the dates of the transactions). The components of equity attributable to equity holders of the company are translated at historical rates. Exchange differences arising from the translation of the equity attributable to the equity holders of the company to euro at year-end exchange rates are recognized in other comprehensive income and presented within \u201cTranslation reserves\u201d in Equity. In case of non-wholly owned subsidiaries, the relevant proportion of the translation difference is allocated to non-controlling interest. When a foreign operation is disposed of, such that control, significant influence or joint control is lost, the cumulative amount in the translation reserves related to that foreign operation is reclassified to the income statement as part of the gain or loss on disposal of the foreign operation. When the group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount in the translation reserves is reattributed to non-controlling interests. When the group disposes of only part of its investment in an associate or joint-venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to the income statement. Exchange rates The following exchange rates have been used in preparing the financial statements: Closing rate Average rate 1 EUR equals : 2023 2022 2023 2022 Brazilian real 5.3618 5.6386 5.4010 5.4399 Chinese yuan 7.8509 7.3582 7.6600 7.0788 Costa Rican colon 573.0100 632.8700 584.0816 677.3942 Czech crown 24.7240 24.1160 24.0043 24.5659 Indian Rupee 91.9045 88.1710 89.3001 82.6864 Indonesian Rupiah 17,079.7100 16,519.8200 16,479.6156 15,625.2511 Mexican Peso 18.7231 20.8560 19.1830 21.1869 Philippine peso 61.2830 59.3200 60.1626 57.3138 Polish zloty 4.3395 4.6808 4.5420 4.6861 Pound sterling 0.8691 0.8869 0.8698 0.8528 Romanian leu 4.9756 4.9495 4.9467 4.9313 Swiss franc 0.9260 0.9847 0.9718 1.0047 Turkish lira 32.6531 19.9649 25.7597 17.4088 US dollar 1.1050 1.0666 1.0813 1.0530 (E) Intangible assets Research and development Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in the income statement as an expense as incurred. Expenditure resulting from development activities, whereby research findings are applied to a plan or design for production of new or substantially improved products and processes, is capitalized if all of the following conditions are met: \u2022 It is technically feasible to complete the asset so that it will be available for sale or use; \u2022 Management intends to complete the development of the asset; \u2022 It is demonstrated how the asset will generate probable future economic benefits. The market potential or the usefulness of the intangible asset have been clearly demonstrated; \u2022 Adequate technical, financial and other resources to complete the development are available; and \u2022 The expenditures related to the process or product can be clearly identified and reliably measured. Other development expenditure is recognized in the income statement as an expense as incurred. The capitalized expenditure includes the cost of materials and direct labor. Capitalized development is stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Emission allowances The cost of acquiring emission allowances is recognized as intangible asset, whether they have been purchased or received free of charge (in the latter case the acquisition cost is zero). Emission allowances are not amortized but subject to impairment testing. An accrual is set up to cover obligations to refund allowances depending on emissions if, during a given period, the number of allowances required exceeds the total number of allowances acquired. This accrual is measured at the estimated amount of the expenditure required to settle the obligation. Intangible assets Intangible assets, acquired by the group, are stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Subsequent expenditure Subsequent expenditure on capitalized intangible assets is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as incurred. Amortization Intangible assets with a finite life are amortized using the straight-line method over their estimated useful lives. The estimated useful lives of the respective asset categories are as follows: Development 5 years Software 3 to 5 years Customer list 3 to 10 years Concessions, licenses, patents and other 10 to 20 years Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. (F) Goodwill Business combination All business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which the group obtained control. The group measures goodwill at the acquisition date as: \u2022 the fair value of the consideration transferred; plus \u2022 the recognized amount of any non-controlling interests in the acquiree; plus \u2022 if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less \u2022 the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognized immediately in the income statement after re-assessment of the fair values. Goodwill is expressed in the currency of the subsidiary to which it relates. Transaction costs, other than those associated with the issue of debt or equity securities, that the group incurs, are expensed as incurred. Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement. Subsequent measurement of goodwill Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) . (G) Property, plant and equipment Owned assets Items of property, plant and equipment (further also \u201cPPE\u201d) are stated at cost less accumulated depreciation and impairment losses. Cost includes the purchase price and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management (e.g. non-refundable tax, transport and the costs of dismantling and removing the items and restoring the site on which they are located, if applicable). The cost of a self-constructed asset is determined using the same principles as for an acquired asset and includes the cost of materials, direct labor and other directly attributable expenses. Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment. Subsequent expenditure Subsequent expenditure incurred in replacing or renewing components of some items of property, plant and equipment is accounted for as the acquisition of a separate asset and the replaced asset is written off. Capitalization of subsequent expenditure is only done when it increases the future economic benefits embodied in the item of property, plant and equipment and significantly increases production capacity. Repair and maintenance, which do not increase the future economic benefits of the asset to which they relate, are expensed as incurred. Depreciation Depreciation is charged to the income statement as from the date the asset is available for use, on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives of the respective asset categories are as follows: Land infrastructure 33 10 to 20 years Buildings 20 to 40 years Building improvements 10 to 20 years Plant installations 6 to 20 years Machinery and equipment 5 to 15 years Furniture and office equipment 4 to 10 years Extrusion and tooling equipment 3 to 7 years Laboratory and research \u2013 infrastructure 3 to 5 years Vehicles 4 to 10 years Computer equipment 3 to 5 years 33 Land infrastructure mainly includes access roads, fencing and lighting . Land is not depreciated as it is deemed to have an indefinite life. Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. Government grants Government grants relating to the purchase of property, plant and equipment are deducted from the carrying amount of the related asset when there is reasonable assurance that they will be received and the group will comply with the conditions attached to it. They are deducted in the income statement from the related depreciation charges on a straight-line basis over the estimated useful life of the related asset. Grants that compensate the group for expenses incurred are recognized as deduction of the related expense on a systematic basis in the same periods in which the expenses are incurred. The accounting policy for emission allowances is discussed in section (E) Intangible assets. (H) Leased assets The group has applied in 2019 IFRS 16 Leases using the modified retrospective approach, under which comparative information is not restated. At inception of a contract, the group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Assets, representing the rights to use the underlying leased asset, are capitalized as property, plant and equipment at cost, comprising the following: \u2022 the amount of the initial measurement of lease liability \u2022 any lease payments made at or before the commencement date less any lease incentives received \u2022 any initial direct costs \u2022 restoration costs. The corresponding lease liabilities, representing the net present value of the lease payments, are recognized as long-term or current liabilities depending on the period in which they are due. The lease payments are initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group\u2019s incremental borrowing rate, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Generally, the group uses its incremental borrowing rate as the discount rate. Leased assets and liabilities are not recognized for low-value items and short term leases. Short-term leases are leases with an initial lease term of 12 months or less. The lease payments associated with these low-value items and short term leases are recognized on a straight-line basis as an expense over the lease term. Lease interest is charged to the income statement as an interest expense. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew by considering all relevant factors that create an economic incentive for it to exercise the renewal. (I) Other, short and long term investments Each category of investment is accounted for at trade date. Investments in equity securities Investments in equity securities are undertakings in which the group does not have significant influence or control. This is generally evidenced by ownership of less than 20% of the voting rights. Such investments are recorded at their fair value on the balance sheet, unless the fair value cannot be reliably determined in which case they are carried at cost less impairment losses. The fair value is the quoted bid price at balance sheet date. On initial recognition, the entity can determine, on an instrument-by-instrument basis, whether subsequent changes in fair value should be recorded in other comprehensive income or directly in profit or loss. The choice is irrevocable. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. If investments in equity securities are disposed, and on initial recognition it was chosen to record subsequent changes in fair value in other comprehensive income, the cumulative gain or loss previously recognized in other comprehensive income remains in other comprehensive income and is never reclassified to profit or loss. Changes in fair value of investments in equity securities are recognized in Finance (costs) / income in the consolidated income statement for the following investments: \u2022 Rieter Holding AG (note 14 - Investments accounted for using the equity method, other investments and guarantees). Other investments and guarantees Other investments mainly include cash guarantees. They are initially measured at fair value. Subsequently other investments are measured at amortized cost. Short term investments Short term investments include cash deposits and short term bank notes with a maturity at inception in excess of three months and are intended to be held to maturity less than one year (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. Long term investments Long term investments include cash deposits and long term bank notes with a maturity at inception of more than 12 months and are intended to be held to maturity (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. (J) Impairment The carrying amounts of property, plant and equipment, and intangible assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset\u2019s recoverable amount is estimated for an individual asset or for a cash-generating unit. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units. An impairment loss is recognized whenever the carrying amount of an asset or the related cash-generating unit exceeds its recoverable amount. Impairment losses are recognized in the income statement. Goodwill and intangible assets not yet available for use are tested for impairment at least annually, and when an indication of impairment exists. An impairment is determined for goodwill by assessing the recoverable amount of each cash-generating unit to which the goodwill relates. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units and then, to reduce the carrying amount of other assets in the cash-generating unit on a pro rata basis. Calculation of recoverable amount The recoverable amount of an asset or cash-generating unit is the higher of its fair value less costs to sell and its value in use. The value in use is the net present value of the estimated future cash flows from the use of an asset or cash-generating unit. In assessing the value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, to the business etc. \u2026 In determining the fair value less costs to sell, recent market transactions are taken into account, if these are available. If an impairment is a consequence of classifying the assets as non-current assets classified as held for sale, then management\u2019s best estimate is used as a basis for the determination of the fair value of the assets (also based on knowledge of previous transactions with similar assets). Reversal of impairment An impairment loss, in respect of the group\u2019s assets other than goodwill, recognized in prior periods, is assessed at each balance sheet date for any indication that the impairment loss has decreased or no longer exists. If there has been a change in the estimates used to determine the recoverable amount on assets other than goodwill, the previously recognized impairment loss is reversed through the EBIT adjusting items in the income statement, to the extent that the asset\u2019s carrying amount does not exceed its recoverable amount, nor the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. An impairment loss in respect of goodwill cannot be reversed. Financial assets In accordance with IFRS 9, the group recognizes expected credit losses on trade receivables following the simplified approach. Lifetime expected losses are recognized for the trade receivables, excluding recoverable VAT amounts. A provision matrix is used in order to calculate the lifetime expected credit losses for trade receivables, which is based on the overdue amounts at the reporting date and uses historical information on defaults. The group considers a financial asset in default when contractual payments are 60 days past due. For all receivables in excess of 60 days past due, the provision matrix calculates an allowance between 20% and 100%. However, in specific cases, the group may also consider a financial asset in default when specific objective evidence of an impairment is obtained as a result of one or more events, which occurred after the initial recognition of the asset, and that loss event(s) had an impact on the estimated future cash flows of that asset that can be estimated reliably. Objective evidence of impairment includes debtor experiencing significant financial difficulty, default or delinquency by a debtor, indications that a debtor will enter bankruptcy, or economic conditions that correlate with defaults. Impairment losses are recognized in the consolidated income statement. (K) Inventories Inventories are stated at the lower of cost and net realizable value. The cost is determined by the weighted average cost method (operating segments Agro, Bio-Valorization and Industrial Solutions) and by the First-in First-out (FIFO) method (operating segment Machines & Technologies). The cost of finished goods and work in progress comprises raw materials, other production materials, direct labor, other direct costs and an allocation of fixed and variable production overhead based on normal operating capacity. Cost of inventories includes the purchase, conversion and other costs incurred to bring the inventories to their present location and condition. Net realizable value represents the estimated selling price, less all estimated costs of making the product ready for sale. (L) Trade and other receivables Trade and other receivables are initially measured at fair value and subsequently stated at amortized cost less appropriate allowances for impairment losses (see accounting policy J) . (M) Cash and cash equivalents Cash includes cash in hand and cash with banks. Cash equivalents are short-term, highly liquid investments that are readily convertible into known amounts of cash, have a maturity date of three months or less from the date of inception and are subject to an insignificant risk of change in value. Cash and cash equivalents are recognized at their fair value. (N) Issued capital Ordinary shares Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognized as a reduction from equity, net of any tax effects. Repurchase of issued capital When share capital recognized as equity is repurchased, the amount of the consideration paid, including directly attributable costs, is recognized as a change in equity. Repurchased shares are classified as treasury shares and presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is presented in retained earnings. Dividends Dividends are recognized as a liability in the period in which they are declared. (O) Non-derivative financial liabilities Non-derivative financial liabilities are recognized initially at fair value, less attributable transaction costs. Subsequent to initial recognition, interest-bearing loans and borrowings are stated at amortized cost with any difference between cost and redemption value being recognized in the income statement over the period of borrowings on an effective interest basis. Export financing is used within the operating segment Machines & Technologies. The group allows long-term payment of trade receivables provided that these are financed via export financing by banks and are guaranteed by an external credit insurance company. Upon invoicing of machine contracts, the related trade receivable (which is spread over several years) is recognized within \u201cTrade and other receivables\u201d. There are several options to finance these non-current trade receivables. If the group takes out a parallel supplier credit with a financial institution, this debt will be recorded within \u201cLoans and borrowings\u201d. The group may also decide to proceed with discounting these receivables through a financial institution or a credit insurance company. In this case, the trade receivables will be settled the moment the risk of the asset is transferred. The costs of discounting are included in the consolidated income statement within \u201cOther finance costs\u201d. The income related to re-invoicing these interest costs to the customer is included in the consolidated income statement within \u201cOther finance income\". (P) Provisions Provisions are recognized in the balance sheet when the group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. The unwinding of the discount is presented as a component of finance costs. Restructuring A provision for restructuring is recognized when the group has approved a detailed and formal restructuring plan, and the restructuring has either commenced or has been announced to those affected by it. Future operating costs are not provided for. Environmental obligations and dismantlement obligations These provisions are based on legal and constructive obligations from past events, in accordance with applicable legal requirements. Onerous contracts A provision for onerous contracts is recognized when the expected benefits to be derived by the group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. Such provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the group recognizes an impairment loss on the assets associated with that contract. Warranties A provision for warranty costs will be made for products under warranty on the basis of historical data with regard to repairs and returned goods. A provision is recognized for performance warranties based on individual analysis. (Q) Employee benefits Post-employment benefits Post-employment benefits include pensions and medical benefits. The group operates a number of defined benefits and defined contribution plans throughout the world, of which the assets are generally held in separate pension funds. Separate trusts and insurers generally hold the pension plans. - Defined contribution plans: A defined contribution plan is a pension plan under which the group pays fixed contributions into a fund. There is no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Contributions to defined contribution pension plans are recognized as an expense in the income statement as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available. - Defined benefit plans: A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement. For defined benefit plans, the pension accounting costs are assessed separately for each plan using the projected unit credit method. Under this method, the cost of providing pensions is charged to the income statement in order to spread the regular cost over the service lives of employees in accordance with the advice of qualified independent actuaries who carry out annually a full valuation of the plans. The pension obligation recognized in the balance sheet is determined as the present value of the defined benefit obligation, using interest rates of high quality corporate bonds that are denominated in the currency in which the benefits will be paid, and which have terms to maturity approximating the terms of the related liability, less the fair value of the plan assets. In countries where there is no deep market in such bonds, the market rates on government bonds are used for discounting. Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss. Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, and the effect of the asset ceiling (if any), are charged or credited to equity in other comprehensive income in the period in which they arise. Where the calculation results in a potential asset for the group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. Past service costs, settlement costs and gain or loss on curtailment are recognized immediately in the income statement. Termination benefits (pre-retirement plans, other termination obligations) These benefits arise as a result of the group\u2019s decision to terminate the employment of an employee or group of employees before the normal retirement date or of an employee\u2019s decision to accept voluntary redundancy in exchange for those benefits. These benefits are recognized as a liability and an expense at the earlier of the following dates: when the group can no longer withdraw the offer of those benefits, or when the group recognizes costs for a restructuring that is within the scope of IAS 37 Provisions and involves termination benefits. If benefits are conditional on future service, they are not treated as termination benefits but as post- employment benefits. Short and long-term benefits Short- and long-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term cash bonus or profit- sharing plans if the group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. (R) Income tax Income tax expense comprises current and deferred tax. Income tax is recognized in the income statement except to the extent that it relates to items recognized directly to equity or other comprehensive income, in which case it is recognized in equity or other comprehensive income or it relates to a business combination, in which case it is recognized against goodwill. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. Deferred tax is provided using the balance sheet liability method, for temporary differences arising between the carrying values of assets and liabilities for financial reporting purposes and the basis used for taxation purposes. The following temporary differences are not provided for: taxable temporary differences arising on the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit and differences relating to investments in subsidiaries to the extent that these will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date, and reflects uncertainty related to income taxes, if any. A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that related tax benefit will be realized. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. Additional income taxes that arise from the distribution of dividends are recognized at the same time as the liability to pay the related benefit. (S) Trade and other payables Trade and other payables are stated at fair value at initial recognition and subsequently at amortized cost. (T) Income Revenue The five-step model to account for revenue arising from contracts with customers is used. Revenue is recognized at an amount that reflects the consideration to which the group expects to be entitled in exchange for transferring goods or services to a customer. - Sale of goods The majority of the group\u2019s revenue consists of the sale of goods. Products are generally sold directly or through distributors to the customers. Revenue is recognized based on the transfer of control of ownership. The point of recognition is dependent on the contract sales terms, known as the International Commercial terms (Incoterms). The timing of the revenue recognition is not significantly different from the transfer from risk and rewards. The sale of goods, including transportation, qualifies as a separate performance obligation. The related costs of transportation are incurred as part of the performance obligation to transfer goods to the customer. In the operating segment Machines & Technologies, the installation of the machine at the customer is considered to be a separate performance obligation as the customer or another third party could also install the machine. However, the turnover related to these installations is considered to be insignificant. - Rendering of services The amount of revenue from services is not presented separately in the income statement because it currently represents an insignificant portion of total revenue for the group. The sale of services qualifies as a separate performance obligation, of which revenue is recognized when a customer obtains control of the services, which can be at a point in time or over time. For each performance obligation satisfied over time, revenue is recognized by measuring the progress towards complete satisfaction of that performance obligation at the end of each reporting period. - Projects For revenue out of projects, the amount of revenue is measured by reference to the progress made towards complete satisfaction of the performance obligation. These projects generally have a lifetime of less than one year. Customer contracts might include trade discounts or volume rebates, which are granted to the customer if the delivered quantities exceed a certain threshold. In these cases, the transaction price includes a variable consideration. The effect of the variable consideration, recognized at fair value, on the transaction price is taken into account in revenue recognition by estimating the probability of the realization of the discount or rebate for each contract. Customer contracts might contain consignment arrangements. The products are shipped and stored in owned or rented tanks at the customer\u2019s premises. The revenue is only recognized at the moment the product is actually withdrawn by the customer. The sales price will be the applicable market price at that moment. Finance income Finance income comprises interest receivable on funds invested, dividend income, foreign exchange gains, gains on derivative financial instruments, that are not part of a hedge accounting relationship and the recharging of financing costs related to the sale of weaving machines. Interest income is recognized in the income statement as it accrues, taking into account the effective yield on the asset. Dividend income is recognized in the income statement on the date the entity\u2019s right to receive payments is established. (U) Expenses Finance costs Finance costs comprise interest payable on loans and borrowings, the interest component of lease payments, unwinding of the discount on provisions, foreign exchange losses, losses on derivative financial instruments, that are not part of a hedge accounting relationship, and finance costs related the sale of weaving machines. Interest expense is recognized as it accrues, taking into account the effective interest rate. (V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. (W) Earnings per share The group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held. The diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise share options granted to the management. (X) Segment reporting Operating segments are components of the group that engage in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the group\u2019s other components. Discrete financial information is available and evaluated regularly by the Executive Committee in deciding how to allocate resources and in assessing performance. The Executive Committee has been identified as the chief operating decision maker. Aggregation of segments has been done in accordance with IFRS 8 Operating segments and only when the segments have similar economic characteristics based upon their nature of products and services, nature of the production process, type or class of customer, methods used to distribute products or provide services and the nature of the regulatory environment. The segment information reported to the Executive Committee (including the measurement of segment profit or loss, segment assets and liabilities) is prepared in conformity with the same accounting policies as those described in the summary of material accounting policies. Revenues, expenses and assets are allocated to the operating segments to the extent that items of revenue, expenses and assets can be directly attributed or reasonably allocated to the operating segments. Transfer prices between operating segments are in a similar way to transactions with third parties. (Y) Changes in accounting policy and disclosures The following amendments and annual improvements to standards are mandatory for the first time for the financial year beginning January 1, 2023 and have been endorsed by the European Union. These did not have a significant impact on the financial statements of the group: \u2022 IFRS 17 Insurance Contracts \u2022 Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates \u2022 Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies \u2022 Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 Amendments to IFRS 17 Insurance contracts: initial application of IFRS 17 and IFRS 9 - Comparative information \u2022 Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model Rules The following amendments to standards have been issued, have been endorsed by the European Union, and are effective for the first time for the financial year beginning on or January 1, 2024: \u2022 Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback \u2022 Amendments to IAS 1 Presentation of Financial statements: Classification of Liabilities as Current or Non-current The group has not applied this amended standard in preparing the 2023 consolidated financial statements. The group is currently assessing the new rules, and at this stage, is not expecting any of these new rules to have a significant impact on the financial statements of the group. The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2024 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2025 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability ", "dimensions": { "concept": "ifrs-full:DisclosureOfSummaryOfSignificantAccountingPoliciesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-535": { "value": "1. Summary of material accounting policies Tessenderlo Group nv (hereafter referred to as the \"company\"), the parent company, is domiciled in Belgium. The consolidated financial statements for the year ended December 31, 2023 comprise the company and its subsidiaries (together referred to as the \"group\") and the group\u2019s interests in jointly controlled entities. The IFRS financial statements were authorized for issue by the Board of Directors of Tessenderlo Group nv on Tuesday March 26, 2024. (A) Statement of compliance The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) as adopted by the European Union. (B) Basis of preparation The financial statements are presented in euro, which is the company\u2019s functional currency, rounded to the nearest million which may not add up due to rounding. They are prepared on the historical cost basis except for derivative financial instruments and net defined benefit (liabilities)/assets, which are stated at fair value. Assets and disposal groups held for sale are stated at the lower of carrying amount and fair value less cost to sell. The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised (if the revision affects only that period) or in the period of the revision and future periods (if the revision affects both current and future periods). Judgments made by management in the application of IFRS that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in note 33 - Critical accounting estimates and judgments. The consolidated financial statements are presented before the effect of the profit appropriation of the company proposed to the General Assembly of shareholders. The accounting policies set out below have been applied consistently by the company and all consolidated companies to all periods presented in these consolidated financial statements. (C) Principles of consolidation Subsidiaries are entities controlled by the group. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. If the group no longer has control over a subsidiary all assets and liabilities of the subsidiary, any non- controlling interests and other equity components with regard to the subsidiary are derecognized. The gains or losses arising on the loss of control are recognized in the income statement. Non-controlling interests are presented separately from equity attributable to equity holders of the company. Losses realized by subsidiaries with non-controlling interests are proportionally allocated to the non-controlling interests in these subsidiaries, even if this means that the non-controlling interests display a negative balance. Adjustments to non-controlling interests arising from transactions that do not involve the loss of control are based on a proportionate amount of the net assets of the subsidiary. No adjustments are made to goodwill and no gain or loss is recognized in the income statement. Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. All intercompany transactions, balances and unrealized gains and losses on transactions between group companies have been eliminated. Unrealized gains arising from transactions with associates and joint arrangements are eliminated to the extent of the group\u2019s interest in the entity. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. (D) Foreign currency Foreign currency transactions Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at balance sheet date rate. Non-monetary assets and liabilities denominated in foreign currencies that are stated at historical cost are translated to the functional currency at foreign exchange rates of the date of the transaction. Non- monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. For available-for-sale non-monetary assets, foreign exchange gains and losses are not separated from the total fair value changes. Foreign currency differences are recognized in profit or loss and presented within finance costs. Foreign currency translation Assets and liabilities of foreign entities included in the consolidation are translated to euro at the foreign exchange rates applicable at the balance sheet date. The income statement of foreign entities is translated to euro at the annual average foreign exchange rates (approximating the foreign exchange rates prevailing at the dates of the transactions). The components of equity attributable to equity holders of the company are translated at historical rates. Exchange differences arising from the translation of the equity attributable to the equity holders of the company to euro at year-end exchange rates are recognized in other comprehensive income and presented within \u201cTranslation reserves\u201d in Equity. In case of non-wholly owned subsidiaries, the relevant proportion of the translation difference is allocated to non-controlling interest. When a foreign operation is disposed of, such that control, significant influence or joint control is lost, the cumulative amount in the translation reserves related to that foreign operation is reclassified to the income statement as part of the gain or loss on disposal of the foreign operation. When the group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount in the translation reserves is reattributed to non-controlling interests. When the group disposes of only part of its investment in an associate or joint-venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to the income statement. Exchange rates The following exchange rates have been used in preparing the financial statements: Closing rate Average rate 1 EUR equals : 2023 2022 2023 2022 Brazilian real 5.3618 5.6386 5.4010 5.4399 Chinese yuan 7.8509 7.3582 7.6600 7.0788 Costa Rican colon 573.0100 632.8700 584.0816 677.3942 Czech crown 24.7240 24.1160 24.0043 24.5659 Indian Rupee 91.9045 88.1710 89.3001 82.6864 Indonesian Rupiah 17,079.7100 16,519.8200 16,479.6156 15,625.2511 Mexican Peso 18.7231 20.8560 19.1830 21.1869 Philippine peso 61.2830 59.3200 60.1626 57.3138 Polish zloty 4.3395 4.6808 4.5420 4.6861 Pound sterling 0.8691 0.8869 0.8698 0.8528 Romanian leu 4.9756 4.9495 4.9467 4.9313 Swiss franc 0.9260 0.9847 0.9718 1.0047 Turkish lira 32.6531 19.9649 25.7597 17.4088 US dollar 1.1050 1.0666 1.0813 1.0530 (E) Intangible assets Research and development Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in the income statement as an expense as incurred. Expenditure resulting from development activities, whereby research findings are applied to a plan or design for production of new or substantially improved products and processes, is capitalized if all of the following conditions are met: \u2022 It is technically feasible to complete the asset so that it will be available for sale or use; \u2022 Management intends to complete the development of the asset; \u2022 It is demonstrated how the asset will generate probable future economic benefits. The market potential or the usefulness of the intangible asset have been clearly demonstrated; \u2022 Adequate technical, financial and other resources to complete the development are available; and \u2022 The expenditures related to the process or product can be clearly identified and reliably measured. Other development expenditure is recognized in the income statement as an expense as incurred. The capitalized expenditure includes the cost of materials and direct labor. Capitalized development is stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Emission allowances The cost of acquiring emission allowances is recognized as intangible asset, whether they have been purchased or received free of charge (in the latter case the acquisition cost is zero). Emission allowances are not amortized but subject to impairment testing. An accrual is set up to cover obligations to refund allowances depending on emissions if, during a given period, the number of allowances required exceeds the total number of allowances acquired. This accrual is measured at the estimated amount of the expenditure required to settle the obligation. Intangible assets Intangible assets, acquired by the group, are stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Subsequent expenditure Subsequent expenditure on capitalized intangible assets is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as incurred. Amortization Intangible assets with a finite life are amortized using the straight-line method over their estimated useful lives. The estimated useful lives of the respective asset categories are as follows: Development 5 years Software 3 to 5 years Customer list 3 to 10 years Concessions, licenses, patents and other 10 to 20 years Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. (F) Goodwill Business combination All business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which the group obtained control. The group measures goodwill at the acquisition date as: \u2022 the fair value of the consideration transferred; plus \u2022 the recognized amount of any non-controlling interests in the acquiree; plus \u2022 if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less \u2022 the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognized immediately in the income statement after re-assessment of the fair values. Goodwill is expressed in the currency of the subsidiary to which it relates. Transaction costs, other than those associated with the issue of debt or equity securities, that the group incurs, are expensed as incurred. Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement. Subsequent measurement of goodwill Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) . (G) Property, plant and equipment Owned assets Items of property, plant and equipment (further also \u201cPPE\u201d) are stated at cost less accumulated depreciation and impairment losses. Cost includes the purchase price and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management (e.g. non-refundable tax, transport and the costs of dismantling and removing the items and restoring the site on which they are located, if applicable). The cost of a self-constructed asset is determined using the same principles as for an acquired asset and includes the cost of materials, direct labor and other directly attributable expenses. Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment. Subsequent expenditure Subsequent expenditure incurred in replacing or renewing components of some items of property, plant and equipment is accounted for as the acquisition of a separate asset and the replaced asset is written off. Capitalization of subsequent expenditure is only done when it increases the future economic benefits embodied in the item of property, plant and equipment and significantly increases production capacity. Repair and maintenance, which do not increase the future economic benefits of the asset to which they relate, are expensed as incurred. Depreciation Depreciation is charged to the income statement as from the date the asset is available for use, on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives of the respective asset categories are as follows: Land infrastructure 33 10 to 20 years Buildings 20 to 40 years Building improvements 10 to 20 years Plant installations 6 to 20 years Machinery and equipment 5 to 15 years Furniture and office equipment 4 to 10 years Extrusion and tooling equipment 3 to 7 years Laboratory and research \u2013 infrastructure 3 to 5 years Vehicles 4 to 10 years Computer equipment 3 to 5 years 33 Land infrastructure mainly includes access roads, fencing and lighting Land is not depreciated as it is deemed to have an indefinite life. Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. Government grants Government grants relating to the purchase of property, plant and equipment are deducted from the carrying amount of the related asset when there is reasonable assurance that they will be received and the group will comply with the conditions attached to it. They are deducted in the income statement from the related depreciation charges on a straight-line basis over the estimated useful life of the related asset. Grants that compensate the group for expenses incurred are recognized as deduction of the related expense on a systematic basis in the same periods in which the expenses are incurred. The accounting policy for emission allowances is discussed in section (E) Intangible assets. (H) Leased assets The group has applied in 2019 IFRS 16 Leases using the modified retrospective approach, under which comparative information is not restated. At inception of a contract, the group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Assets, representing the rights to use the underlying leased asset, are capitalized as property, plant and equipment at cost, comprising the following: \u2022 the amount of the initial measurement of lease liability \u2022 any lease payments made at or before the commencement date less any lease incentives received \u2022 any initial direct costs \u2022 restoration costs. The corresponding lease liabilities, representing the net present value of the lease payments, are recognized as long-term or current liabilities depending on the period in which they are due. The lease payments are initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group\u2019s incremental borrowing rate, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Generally, the group uses its incremental borrowing rate as the discount rate. Leased assets and liabilities are not recognized for low-value items and short term leases. Short-term leases are leases with an initial lease term of 12 months or less. The lease payments associated with these low-value items and short term leases are recognized on a straight-line basis as an expense over the lease term. Lease interest is charged to the income statement as an interest expense. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew by considering all relevant factors that create an economic incentive for it to exercise the renewal. (I) Other, short and long term investments Each category of investment is accounted for at trade date. Investments in equity securities Investments in equity securities are undertakings in which the group does not have significant influence or control. This is generally evidenced by ownership of less than 20% of the voting rights. Such investments are recorded at their fair value on the balance sheet, unless the fair value cannot be reliably determined in which case they are carried at cost less impairment losses. The fair value is the quoted bid price at balance sheet date. On initial recognition, the entity can determine, on an instrument-by-instrument basis, whether subsequent changes in fair value should be recorded in other comprehensive income or directly in profit or loss. The choice is irrevocable. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. If investments in equity securities are disposed, and on initial recognition it was chosen to record subsequent changes in fair value in other comprehensive income, the cumulative gain or loss previously recognized in other comprehensive income remains in other comprehensive income and is never reclassified to profit or loss. Changes in fair value of investments in equity securities are recognized in Finance (costs) / income in the consolidated income statement for the following investments: \u2022 Rieter Holding AG (note 14 - Investments accounted for using the equity method, other investments and guarantees). Other investments and guarantees Other investments mainly include cash guarantees. They are initially measured at fair value. Subsequently other investments are measured at amortized cost. Short term investments Short term investments include cash deposits and short term bank notes with a maturity at inception in excess of three months and are intended to be held to maturity less than one year (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. Long term investments Long term investments include cash deposits and long term bank notes with a maturity at inception of more than 12 months and are intended to be held to maturity (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. (J) Impairment The carrying amounts of property, plant and equipment, and intangible assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset\u2019s recoverable amount is estimated for an individual asset or for a cash-generating unit. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units. An impairment loss is recognized whenever the carrying amount of an asset or the related cash-generating unit exceeds its recoverable amount. Impairment losses are recognized in the income statement. Goodwill and intangible assets not yet available for use are tested for impairment at least annually, and when an indication of impairment exists. An impairment is determined for goodwill by assessing the recoverable amount of each cash-generating unit to which the goodwill relates. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units and then, to reduce the carrying amount of other assets in the cash-generating unit on a pro rata basis. Calculation of recoverable amount The recoverable amount of an asset or cash-generating unit is the higher of its fair value less costs to sell and its value in use. The value in use is the net present value of the estimated future cash flows from the use of an asset or cash-generating unit. In assessing the value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, to the business etc. \u2026 In determining the fair value less costs to sell, recent market transactions are taken into account, if these are available. If an impairment is a consequence of classifying the assets as non-current assets classified as held for sale, then management\u2019s best estimate is used as a basis for the determination of the fair value of the assets (also based on knowledge of previous transactions with similar assets). Reversal of impairment An impairment loss, in respect of the group\u2019s assets other than goodwill, recognized in prior periods, is assessed at each balance sheet date for any indication that the impairment loss has decreased or no longer exists. If there has been a change in the estimates used to determine the recoverable amount on assets other than goodwill, the previously recognized impairment loss is reversed through the EBIT adjusting items in the income statement, to the extent that the asset\u2019s carrying amount does not exceed its recoverable amount, nor the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. An impairment loss in respect of goodwill cannot be reversed. Financial assets In accordance with IFRS 9, the group recognizes expected credit losses on trade receivables following the simplified approach. Lifetime expected losses are recognized for the trade receivables, excluding recoverable VAT amounts. A provision matrix is used in order to calculate the lifetime expected credit losses for trade receivables, which is based on the overdue amounts at the reporting date and uses historical information on defaults. The group considers a financial asset in default when contractual payments are 60 days past due. For all receivables in excess of 60 days past due, the provision matrix calculates an allowance between 20% and 100%. However, in specific cases, the group may also consider a financial asset in default when specific objective evidence of an impairment is obtained as a result of one or more events, which occurred after the initial recognition of the asset, and that loss event(s) had an impact on the estimated future cash flows of that asset that can be estimated reliably. Objective evidence of impairment includes debtor experiencing significant financial difficulty, default or delinquency by a debtor, indications that a debtor will enter bankruptcy, or economic conditions that correlate with defaults. Impairment losses are recognized in the consolidated income statement. (K) Inventories Inventories are stated at the lower of cost and net realizable value. The cost is determined by the weighted average cost method (operating segments Agro, Bio-Valorization and Industrial Solutions) and by the First-in First-out (FIFO) method (operating segment Machines & Technologies). The cost of finished goods and work in progress comprises raw materials, other production materials, direct labor, other direct costs and an allocation of fixed and variable production overhead based on normal operating capacity. Cost of inventories includes the purchase, conversion and other costs incurred to bring the inventories to their present location and condition. Net realizable value represents the estimated selling price, less all estimated costs of making the product ready for sale. (L) Trade and other receivables Trade and other receivables are initially measured at fair value and subsequently stated at amortized cost less appropriate allowances for impairment losses (see accounting policy J) . (M) Cash and cash equivalents Cash includes cash in hand and cash with banks. Cash equivalents are short-term, highly liquid investments that are readily convertible into known amounts of cash, have a maturity date of three months or less from the date of inception and are subject to an insignificant risk of change in value. Cash and cash equivalents are recognized at their fair value. (N) Issued capital Ordinary shares Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognized as a reduction from equity, net of any tax effects. Repurchase of issued capital When share capital recognized as equity is repurchased, the amount of the consideration paid, including directly attributable costs, is recognized as a change in equity. Repurchased shares are classified as treasury shares and presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is presented in retained earnings. Dividends Dividends are recognized as a liability in the period in which they are declared. (O) Non-derivative financial liabilities Non-derivative financial liabilities are recognized initially at fair value, less attributable transaction costs. Subsequent to initial recognition, interest-bearing loans and borrowings are stated at amortized cost with any difference between cost and redemption value being recognized in the income statement over the period of borrowings on an effective interest basis. Export financing is used within the operating segment Machines & Technologies. The group allows long-term payment of trade receivables provided that these are financed via export financing by banks and are guaranteed by an external credit insurance company. Upon invoicing of machine contracts, the related trade receivable (which is spread over several years) is recognized within \u201cTrade and other receivables\u201d. There are several options to finance these non-current trade receivables. If the group takes out a parallel supplier credit with a financial institution, this debt will be recorded within \u201cLoans and borrowings\u201d. The group may also decide to proceed with discounting these receivables through a financial institution or a credit insurance company. In this case, the trade receivables will be settled the moment the risk of the asset is transferred. The costs of discounting are included in the consolidated income statement within \u201cOther finance costs\u201d. The income related to re-invoicing these interest costs to the customer is included in the consolidated income statement within \u201cOther finance income\". (P) Provisions Provisions are recognized in the balance sheet when the group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. The unwinding of the discount is presented as a component of finance costs. Restructuring A provision for restructuring is recognized when the group has approved a detailed and formal restructuring plan, and the restructuring has either commenced or has been announced to those affected by it. Future operating costs are not provided for. Environmental obligations and dismantlement obligations These provisions are based on legal and constructive obligations from past events, in accordance with applicable legal requirements. Onerous contracts A provision for onerous contracts is recognized when the expected benefits to be derived by the group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. Such provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the group recognizes an impairment loss on the assets associated with that contract. Warranties A provision for warranty costs will be made for products under warranty on the basis of historical data with regard to repairs and returned goods. A provision is recognized for performance warranties based on individual analysis. (Q) Employee benefits Post-employment benefits Post-employment benefits include pensions and medical benefits. The group operates a number of defined benefits and defined contribution plans throughout the world, of which the assets are generally held in separate pension funds. Separate trusts and insurers generally hold the pension plans. - Defined contribution plans: A defined contribution plan is a pension plan under which the group pays fixed contributions into a fund. There is no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Contributions to defined contribution pension plans are recognized as an expense in the income statement as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available. - Defined benefit plans: A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement. For defined benefit plans, the pension accounting costs are assessed separately for each plan using the projected unit credit method. Under this method, the cost of providing pensions is charged to the income statement in order to spread the regular cost over the service lives of employees in accordance with the advice of qualified independent actuaries who carry out annually a full valuation of the plans. The pension obligation recognized in the balance sheet is determined as the present value of the defined benefit obligation, using interest rates of high quality corporate bonds that are denominated in the currency in which the benefits will be paid, and which have terms to maturity approximating the terms of the related liability, less the fair value of the plan assets. In countries where there is no deep market in such bonds, the market rates on government bonds are used for discounting. Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss. Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, and the effect of the asset ceiling (if any), are charged or credited to equity in other comprehensive income in the period in which they arise. Where the calculation results in a potential asset for the group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. Past service costs, settlement costs and gain or loss on curtailment are recognized immediately in the income statement. Termination benefits (pre-retirement plans, other termination obligations) These benefits arise as a result of the group\u2019s decision to terminate the employment of an employee or group of employees before the normal retirement date or of an employee\u2019s decision to accept voluntary redundancy in exchange for those benefits. These benefits are recognized as a liability and an expense at the earlier of the following dates: when the group can no longer withdraw the offer of those benefits, or when the group recognizes costs for a restructuring that is within the scope of IAS 37 Provisions and involves termination benefits. If benefits are conditional on future service, they are not treated as termination benefits but as post- employment benefits. Short and long-term benefits Short- and long-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term cash bonus or profit- sharing plans if the group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. (R) Income tax Income tax expense comprises current and deferred tax. Income tax is recognized in the income statement except to the extent that it relates to items recognized directly to equity or other comprehensive income, in which case it is recognized in equity or other comprehensive income or it relates to a business combination, in which case it is recognized against goodwill. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. Deferred tax is provided using the balance sheet liability method, for temporary differences arising between the carrying values of assets and liabilities for financial reporting purposes and the basis used for taxation purposes. The following temporary differences are not provided for: taxable temporary differences arising on the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit and differences relating to investments in subsidiaries to the extent that these will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date, and reflects uncertainty related to income taxes, if any. A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that related tax benefit will be realized. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. Additional income taxes that arise from the distribution of dividends are recognized at the same time as the liability to pay the related benefit. (S) Trade and other payables Trade and other payables are stated at fair value at initial recognition and subsequently at amortized cost. (T) Income Revenue The five-step model to account for revenue arising from contracts with customers is used. Revenue is recognized at an amount that reflects the consideration to which the group expects to be entitled in exchange for transferring goods or services to a customer. - Sale of goods The majority of the group\u2019s revenue consists of the sale of goods. Products are generally sold directly or through distributors to the customers. Revenue is recognized based on the transfer of control of ownership. The point of recognition is dependent on the contract sales terms, known as the International Commercial terms (Incoterms). The timing of the revenue recognition is not significantly different from the transfer from risk and rewards. The sale of goods, including transportation, qualifies as a separate performance obligation. The related costs of transportation are incurred as part of the performance obligation to transfer goods to the customer. In the operating segment Machines & Technologies, the installation of the machine at the customer is considered to be a separate performance obligation as the customer or another third party could also install the machine. However, the turnover related to these installations is considered to be insignificant. - Rendering of services The amount of revenue from services is not presented separately in the income statement because it currently represents an insignificant portion of total revenue for the group. The sale of services qualifies as a separate performance obligation, of which revenue is recognized when a customer obtains control of the services, which can be at a point in time or over time. For each performance obligation satisfied over time, revenue is recognized by measuring the progress towards complete satisfaction of that performance obligation at the end of each reporting period. - Projects For revenue out of projects, the amount of revenue is measured by reference to the progress made towards complete satisfaction of the performance obligation. These projects generally have a lifetime of less than one year. Customer contracts might include trade discounts or volume rebates, which are granted to the customer if the delivered quantities exceed a certain threshold. In these cases, the transaction price includes a variable consideration. The effect of the variable consideration, recognized at fair value, on the transaction price is taken into account in revenue recognition by estimating the probability of the realization of the discount or rebate for each contract. Customer contracts might contain consignment arrangements. The products are shipped and stored in owned or rented tanks at the customer\u2019s premises. The revenue is only recognized at the moment the product is actually withdrawn by the customer. The sales price will be the applicable market price at that moment. Finance income Finance income comprises interest receivable on funds invested, dividend income, foreign exchange gains, gains on derivative financial instruments, that are not part of a hedge accounting relationship and the recharging of financing costs related to the sale of weaving machines. Interest income is recognized in the income statement as it accrues, taking into account the effective yield on the asset. Dividend income is recognized in the income statement on the date the entity\u2019s right to receive payments is established. (U) Expenses Finance costs Finance costs comprise interest payable on loans and borrowings, the interest component of lease payments, unwinding of the discount on provisions, foreign exchange losses, losses on derivative financial instruments, that are not part of a hedge accounting relationship, and finance costs related the sale of weaving machines. Interest expense is recognized as it accrues, taking into account the effective interest rate. (V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. (W) Earnings per share The group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held. The diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise share options granted to the management. (X) Segment reporting Operating segments are components of the group that engage in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the group\u2019s other components. Discrete financial information is available and evaluated regularly by the Executive Committee in deciding how to allocate resources and in assessing performance. The Executive Committee has been identified as the chief operating decision maker. Aggregation of segments has been done in accordance with IFRS 8 Operating segments and only when the segments have similar economic characteristics based upon their nature of products and services, nature of the production process, type or class of customer, methods used to distribute products or provide services and the nature of the regulatory environment. The segment information reported to the Executive Committee (including the measurement of segment profit or loss, segment assets and liabilities) is prepared in conformity with the same accounting policies as those described in the summary of material accounting policies. Revenues, expenses and assets are allocated to the operating segments to the extent that items of revenue, expenses and assets can be directly attributed or reasonably allocated to the operating segments. Transfer prices between operating segments are in a similar way to transactions with third parties. (Y) Changes in accounting policy and disclosures The following amendments and annual improvements to standards are mandatory for the first time for the financial year beginning January 1, 2023 and have been endorsed by the European Union. These did not have a significant impact on the financial statements of the group: \u2022 IFRS 17 Insurance Contracts \u2022 Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates \u2022 Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies \u2022 Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 Amendments to IFRS 17 Insurance contracts: initial application of IFRS 17 and IFRS 9 - Comparative information \u2022 Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model Rules The following amendments to standards have been issued, have been endorsed by the European Union, and are effective for the first time for the financial year beginning on or January 1, 2024: \u2022 Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback \u2022 Amendments to IAS 1 Presentation of Financial statements: Classification of Liabilities as Current or Non-current The group has not applied this amended standard in preparing the 2023 consolidated financial statements. The group is currently assessing the new rules, and at this stage, is not expecting any of these new rules to have a significant impact on the financial statements of the group. The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2024 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2025 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability ", "dimensions": { "concept": "ifrs-full:DisclosureOfMaterialAccountingPolicyInformationExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-499": { "value": "Tessenderlo Group nv (hereafter referred to as the \"company\"), the parent company, is domiciled in Belgium. The consolidated financial statements for the year ended December 31, 2023 comprise the company and its subsidiaries (together referred to as the \"group\") and the group\u2019s interests in jointly controlled entities. The IFRS financial statements were authorized for issue by the Board of Directors of Tessenderlo Group nv on Tuesday March 26, 2024. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralInformationAboutFinancialStatementsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-384": { "value": "Tessenderlo Group nv (hereafter referred to as the \"company\")", "dimensions": { "concept": "ifrs-full:NameOfReportingEntityOrOtherMeansOfIdentification", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-458": { "value": "Tessenderlo Group nv", "dimensions": { "concept": "ifrs-full:NameOfParentEntity", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-483": { "value": "Tessenderlo Group nv", "dimensions": { "concept": "ifrs-full:NameOfUltimateParentOfGroup", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-425": { "value": "nv", "dimensions": { "concept": "ifrs-full:LegalFormOfEntity", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-386": { "value": "Belgium", "dimensions": { "concept": "ifrs-full:CountryOfIncorporation", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-426": { "value": "Belgium", "dimensions": { "concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-459": { "value": "Belgium", "dimensions": { "concept": "ifrs-full:PrincipalPlaceOfBusiness", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-385": { "value": "The consolidated financial statements for the year ended December 31, 2023 comprise the company and its subsidiaries (together referred to as the \"group\") and the group\u2019s interests in jointly controlled entities. ", "dimensions": { "concept": "ifrs-full:PeriodCoveredByFinancialStatements", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-387": { "value": "(A) Statement of compliance The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) as adopted by the European Union. Statement on the true and fair view of the consolidated financial statements and the fair overview of the management report Mr. Luc Tack (CEO) and Mr. Miguel de Potter (CFO), certify, on behalf and for the account of the company, that, to his/their knowledge, a) the consolidated financial statements which have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position, the income statement of the company, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows, and the entities included in the consolidation as a whole, b) the consolidated management report includes a fair overview of the development and performance of the business and the position of the company, and the entities included in the consolidation, together with a description of the principal risks and uncertainties which they are exposed to. ", "dimensions": { "concept": "ifrs-full:StatementOfIFRSCompliance", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-388": { "value": "(B) Basis of preparation The financial statements are presented in euro, which is the company\u2019s functional currency, rounded to the nearest million which may not add up due to rounding. They are prepared on the historical cost basis except for derivative financial instruments and net defined benefit (liabilities)/assets, which are stated at fair value. Assets and disposal groups held for sale are stated at the lower of carrying amount and fair value less cost to sell. The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised (if the revision affects only that period) or in the period of the revision and future periods (if the revision affects both current and future periods). Judgments made by management in the application of IFRS that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in note 33 - Critical accounting estimates and judgments. The consolidated financial statements are presented before the effect of the profit appropriation of the company proposed to the General Assembly of shareholders. The accounting policies set out below have been applied consistently by the company and all consolidated companies to all periods presented in these consolidated financial statements. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfPreparationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-427": { "value": "The financial statements are presented in euro, which is the company\u2019s functional currency, rounded to the nearest million which may not add up due to rounding.", "dimensions": { "concept": "ifrs-full:LevelOfRoundingUsedInFinancialStatements", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-510": { "value": "(C) Principles of consolidation Subsidiaries are entities controlled by the group. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. If the group no longer has control over a subsidiary all assets and liabilities of the subsidiary, any non- controlling interests and other equity components with regard to the subsidiary are derecognized. The gains or losses arising on the loss of control are recognized in the income statement. Non-controlling interests are presented separately from equity attributable to equity holders of the company. Losses realized by subsidiaries with non-controlling interests are proportionally allocated to the non-controlling interests in these subsidiaries, even if this means that the non-controlling interests display a negative balance. Adjustments to non-controlling interests arising from transactions that do not involve the loss of control are based on a proportionate amount of the net assets of the subsidiary. No adjustments are made to goodwill and no gain or loss is recognized in the income statement. Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. All intercompany transactions, balances and unrealized gains and losses on transactions between group companies have been eliminated. Unrealized gains arising from transactions with associates and joint arrangements are eliminated to the extent of the group\u2019s interest in the entity. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentsInJointVentures", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-428": { "value": "(C) Principles of consolidation Subsidiaries are entities controlled by the group. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. If the group no longer has control over a subsidiary all assets and liabilities of the subsidiary, any non- controlling interests and other equity components with regard to the subsidiary are derecognized. The gains or losses arising on the loss of control are recognized in the income statement. Non-controlling interests are presented separately from equity attributable to equity holders of the company. Losses realized by subsidiaries with non-controlling interests are proportionally allocated to the non-controlling interests in these subsidiaries, even if this means that the non-controlling interests display a negative balance. Adjustments to non-controlling interests arising from transactions that do not involve the loss of control are based on a proportionate amount of the net assets of the subsidiary. No adjustments are made to goodwill and no gain or loss is recognized in the income statement. Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. All intercompany transactions, balances and unrealized gains and losses on transactions between group companies have been eliminated. Unrealized gains arising from transactions with associates and joint arrangements are eliminated to the extent of the group\u2019s interest in the entity. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTransactionsWithNoncontrollingInterestsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-389": { "value": "(C) Principles of consolidation Subsidiaries are entities controlled by the group. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. If the group no longer has control over a subsidiary all assets and liabilities of the subsidiary, any non- controlling interests and other equity components with regard to the subsidiary are derecognized. The gains or losses arising on the loss of control are recognized in the income statement. Non-controlling interests are presented separately from equity attributable to equity holders of the company. Losses realized by subsidiaries with non-controlling interests are proportionally allocated to the non-controlling interests in these subsidiaries, even if this means that the non-controlling interests display a negative balance. Adjustments to non-controlling interests arising from transactions that do not involve the loss of control are based on a proportionate amount of the net assets of the subsidiary. No adjustments are made to goodwill and no gain or loss is recognized in the income statement. Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. All intercompany transactions, balances and unrealized gains and losses on transactions between group companies have been eliminated. Unrealized gains arising from transactions with associates and joint arrangements are eliminated to the extent of the group\u2019s interest in the entity. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfConsolidationExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-500": { "value": "Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentInAssociatesAndJointVenturesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-484": { "value": "Investments in associates and joint-ventures are included in the consolidated financial statements using the equity method. The investments in associates are those in which the group has significant influence over the financial and operating policies, but which it does not control. In general, it is the case when the group holds between 20% and 50% of the voting rights. The group applies IFRS 11 to all joint arrangements. Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint-ventures depending on the contractual rights and obligations of each investor. All joint arrangements are determined to be joint-ventures, whereby the group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. The equity method is used as from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the group\u2019s share of losses exceeds its interest in an associate or joint-venture, the group\u2019s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the group has incurred legal or constructive obligations in respect of the associate or joint-venture. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentInAssociates", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-390": { "value": "(D) Foreign currency Foreign currency transactions Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at balance sheet date rate. Non-monetary assets and liabilities denominated in foreign currencies that are stated at historical cost are translated to the functional currency at foreign exchange rates of the date of the transaction. Non- monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. For available-for-sale non-monetary assets, foreign exchange gains and losses are not separated from the total fair value changes. Foreign currency differences are recognized in profit or loss and presented within finance costs. Foreign currency translation Assets and liabilities of foreign entities included in the consolidation are translated to euro at the foreign exchange rates applicable at the balance sheet date. The income statement of foreign entities is translated to euro at the annual average foreign exchange rates (approximating the foreign exchange rates prevailing at the dates of the transactions). The components of equity attributable to equity holders of the company are translated at historical rates. Exchange differences arising from the translation of the equity attributable to the equity holders of the company to euro at year-end exchange rates are recognized in other comprehensive income and presented within \u201cTranslation reserves\u201d in Equity. In case of non-wholly owned subsidiaries, the relevant proportion of the translation difference is allocated to non-controlling interest. When a foreign operation is disposed of, such that control, significant influence or joint control is lost, the cumulative amount in the translation reserves related to that foreign operation is reclassified to the income statement as part of the gain or loss on disposal of the foreign operation. When the group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount in the translation reserves is reattributed to non-controlling interests. When the group disposes of only part of its investment in an associate or joint-venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to the income statement. Exchange rates The following exchange rates have been used in preparing the financial statements: Closing rate Average rate 1 EUR equals : 2023 2022 2023 2022 Brazilian real 5.3618 5.6386 5.4010 5.4399 Chinese yuan 7.8509 7.3582 7.6600 7.0788 Costa Rican colon 573.0100 632.8700 584.0816 677.3942 Czech crown 24.7240 24.1160 24.0043 24.5659 Indian Rupee 91.9045 88.1710 89.3001 82.6864 Indonesian Rupiah 17,079.7100 16,519.8200 16,479.6156 15,625.2511 Mexican Peso 18.7231 20.8560 19.1830 21.1869 Philippine peso 61.2830 59.3200 60.1626 57.3138 Polish zloty 4.3395 4.6808 4.5420 4.6861 Pound sterling 0.8691 0.8869 0.8698 0.8528 Romanian leu 4.9756 4.9495 4.9467 4.9313 Swiss franc 0.9260 0.9847 0.9718 1.0047 Turkish lira 32.6531 19.9649 25.7597 17.4088 US dollar 1.1050 1.0666 1.0813 1.0530 ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-460": { "value": "(D) Foreign currency Foreign currency transactions Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at balance sheet date rate. Non-monetary assets and liabilities denominated in foreign currencies that are stated at historical cost are translated to the functional currency at foreign exchange rates of the date of the transaction. Non- monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. For available-for-sale non-monetary assets, foreign exchange gains and losses are not separated from the total fair value changes. Foreign currency differences are recognized in profit or loss and presented within finance costs. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFunctionalCurrencyExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-391": { "value": "
(E) Intangible assets
Research and development
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical
knowledge and understanding, is recognized in the income statement as an expense as incurred.
Expenditure resulting from development activities, whereby research findings are applied to a plan or
design for production of new or substantially improved products and processes, is capitalized if all of
the following conditions are met:
\u2022 It is technically feasible to complete the asset so that it will be available for sale or use;
\u2022 Management intends to complete the development of the asset;
\u2022 It is demonstrated how the asset will generate probable future economic benefits. The market
potential or the usefulness of the intangible asset have been clearly demonstrated;
\u2022 Adequate technical, financial and other resources to complete the development are available;
and
\u2022 The expenditures related to the process or product can be clearly identified and reliably
measured.
Other development expenditure is recognized in the income statement as an expense as incurred.
The capitalized expenditure includes the cost of materials and direct labor. Capitalized development is stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Emission allowances The cost of acquiring emission allowances is recognized as intangible asset, whether they have been purchased or received free of charge (in the latter case the acquisition cost is zero). Emission allowances are not amortized but subject to impairment testing. An accrual is set up to cover obligations to refund allowances depending on emissions if, during a given period, the number of allowances required exceeds the total number of allowances acquired. This accrual is measured at the estimated amount of the expenditure required to settle the obligation. Intangible assets Intangible assets, acquired by the group, are stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Subsequent expenditure Subsequent expenditure on capitalized intangible assets is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as incurred. Amortization Intangible assets with a finite life are amortized using the straight-line method over their estimated useful lives. The estimated useful lives of the respective asset categories are as follows: Development 5 years Software 3 to 5 years Customer list 3 to 10 years Concessions, licenses, patents and other 10 to 20 years Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. (F) Goodwill Business combination All business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which the group obtained control. The group measures goodwill at the acquisition date as: \u2022 the fair value of the consideration transferred; plus \u2022 the recognized amount of any non-controlling interests in the acquiree; plus \u2022 if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less \u2022 the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognized immediately in the income statement after re-assessment of the fair values. Goodwill is expressed in the currency of the subsidiary to which it relates. Transaction costs, other than those associated with the issue of debt or equity securities, that the group incurs, are expensed as incurred. Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement. Subsequent measurement of goodwill Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) . Intangible assets The fair value of intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets and on valuation studies performed internally as well as outsourced to external independent valuation companies having appropriate qualifications and experience. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIntangibleAssetsAndGoodwillExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-461": { "value": "(E) Intangible assets Research and development Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in the income statement as an expense as incurred. Expenditure resulting from development activities, whereby research findings are applied to a plan or design for production of new or substantially improved products and processes, is capitalized if all of the following conditions are met: \u2022 It is technically feasible to complete the asset so that it will be available for sale or use; \u2022 Management intends to complete the development of the asset; \u2022 It is demonstrated how the asset will generate probable future economic benefits. The market potential or the usefulness of the intangible asset have been clearly demonstrated; \u2022 Adequate technical, financial and other resources to complete the development are available; and \u2022 The expenditures related to the process or product can be clearly identified and reliably measured. Other development expenditure is recognized in the income statement as an expense as incurred. The capitalized expenditure includes the cost of materials and direct labor. Capitalized development is stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Emission allowances The cost of acquiring emission allowances is recognized as intangible asset, whether they have been purchased or received free of charge (in the latter case the acquisition cost is zero). Emission allowances are not amortized but subject to impairment testing. An accrual is set up to cover obligations to refund allowances depending on emissions if, during a given period, the number of allowances required exceeds the total number of allowances acquired. This accrual is measured at the estimated amount of the expenditure required to settle the obligation. Intangible assets Intangible assets, acquired by the group, are stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Subsequent expenditure Subsequent expenditure on capitalized intangible assets is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as incurred. Amortization Intangible assets with a finite life are amortized using the straight-line method over their estimated useful lives. The estimated useful lives of the respective asset categories are as follows: Development 5 years Software 3 to 5 years Customer list 3 to 10 years Concessions, licenses, patents and other 10 to 20 years Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. Intangible assets The fair value of intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets and on valuation studies performed internally as well as outsourced to external independent valuation companies having appropriate qualifications and experience. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIntangibleAssetsOtherThanGoodwillExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-429": { "value": "Research and development Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in the income statement as an expense as incurred. Expenditure resulting from development activities, whereby research findings are applied to a plan or design for production of new or substantially improved products and processes, is capitalized if all of the following conditions are met: \u2022 It is technically feasible to complete the asset so that it will be available for sale or use; \u2022 Management intends to complete the development of the asset; \u2022 It is demonstrated how the asset will generate probable future economic benefits. The market potential or the usefulness of the intangible asset have been clearly demonstrated; \u2022 Adequate technical, financial and other resources to complete the development are available; and \u2022 The expenditures related to the process or product can be clearly identified and reliably measured. Other development expenditure is recognized in the income statement as an expense as incurred. The capitalized expenditure includes the cost of materials and direct labor. Capitalized development is stated at cost less accumulated amortization (see below) and impairment losses (see accounting policy J). Intangible assets The fair value of intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets and on valuation studies performed internally as well as outsourced to external independent valuation companies having appropriate qualifications and experience. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForResearchAndDevelopmentExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-485": { "value": "Emission allowances The cost of acquiring emission allowances is recognized as intangible asset, whether they have been purchased or received free of charge (in the latter case the acquisition cost is zero). Emission allowances are not amortized but subject to impairment testing. An accrual is set up to cover obligations to refund allowances depending on emissions if, during a given period, the number of allowances required exceeds the total number of allowances acquired. This accrual is measured at the estimated amount of the expenditure required to settle the obligation. Intangible assets The fair value of intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets and on valuation studies performed internally as well as outsourced to external independent valuation companies having appropriate qualifications and experience. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEmissionRightsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-430": { "value": "Amortization Intangible assets with a finite life are amortized using the straight-line method over their estimated useful lives. The estimated useful lives of the respective asset categories are as follows: Development 5 years Software 3 to 5 years Customer list 3 to 10 years Concessions, licenses, patents and other 10 to 20 years Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. Depreciation Depreciation is charged to the income statement as from the date the asset is available for use, on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives of the respective asset categories are as follows: Land infrastructure 33 10 to 20 years Buildings 20 to 40 years Building improvements 10 to 20 years Plant installations 6 to 20 years Machinery and equipment 5 to 15 years Furniture and office equipment 4 to 10 years Extrusion and tooling equipment 3 to 7 years Laboratory and research \u2013 infrastructure 3 to 5 years Vehicles 4 to 10 years Computer equipment 3 to 5 years 33 Land infrastructure mainly includes access roads, fencing and lighting . Land is not depreciated as it is deemed to have an indefinite life. Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDepreciationExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-462": { "value": "(F) Goodwill Business combination All business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which the group obtained control. The group measures goodwill at the acquisition date as: \u2022 the fair value of the consideration transferred; plus \u2022 the recognized amount of any non-controlling interests in the acquiree; plus \u2022 if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less \u2022 the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognized immediately in the income statement after re-assessment of the fair values. Goodwill is expressed in the currency of the subsidiary to which it relates. Transaction costs, other than those associated with the issue of debt or equity securities, that the group incurs, are expensed as incurred. Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement. Subsequent measurement of goodwill Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) . ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForGoodwillExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-431": { "value": "Business combination All business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which the group obtained control. The group measures goodwill at the acquisition date as: \u2022 the fair value of the consideration transferred; plus \u2022 the recognized amount of any non-controlling interests in the acquiree; plus \u2022 if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less \u2022 the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognized immediately in the income statement after re-assessment of the fair values. Goodwill is expressed in the currency of the subsidiary to which it relates. Transaction costs, other than those associated with the issue of debt or equity securities, that the group incurs, are expensed as incurred. Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement. Subsequent measurement of goodwill Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBusinessCombinationsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-486": { "value": "Transaction costs, other than those associated with the issue of debt or equity securities, that the group incurs, are expensed as incurred. Any contingent consideration payable is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognized in the income statement. Subsequent measurement of goodwill Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) . ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBusinessCombinationsAndGoodwillExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-511": { "value": "Goodwill is tested at least annually for impairment and whenever there is an indicator that the cash- generating unit to which the goodwill has been allocated may be impaired (see accounting policy J) . (J) Impairment The carrying amounts of property, plant and equipment, and intangible assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset\u2019s recoverable amount is estimated for an individual asset or for a cash-generating unit. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units. An impairment loss is recognized whenever the carrying amount of an asset or the related cash-generating unit exceeds its recoverable amount. Impairment losses are recognized in the income statement. Goodwill and intangible assets not yet available for use are tested for impairment at least annually, and when an indication of impairment exists. An impairment is determined for goodwill by assessing the recoverable amount of each cash-generating unit to which the goodwill relates. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units and then, to reduce the carrying amount of other assets in the cash-generating unit on a pro rata basis. Calculation of recoverable amount The recoverable amount of an asset or cash-generating unit is the higher of its fair value less costs to sell and its value in use. The value in use is the net present value of the estimated future cash flows from the use of an asset or cash-generating unit. In assessing the value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, to the business etc. \u2026 In determining the fair value less costs to sell, recent market transactions are taken into account, if these are available. If an impairment is a consequence of classifying the assets as non-current assets classified as held for sale, then management\u2019s best estimate is used as a basis for the determination of the fair value of the assets (also based on knowledge of previous transactions with similar assets). Reversal of impairment An impairment loss, in respect of the group\u2019s assets other than goodwill, recognized in prior periods, is assessed at each balance sheet date for any indication that the impairment loss has decreased or no longer exists. If there has been a change in the estimates used to determine the recoverable amount on assets other than goodwill, the previously recognized impairment loss is reversed through the EBIT adjusting items in the income statement, to the extent that the asset\u2019s carrying amount does not exceed its recoverable amount, nor the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. An impairment loss in respect of goodwill cannot be reversed. Financial assets In accordance with IFRS 9, the group recognizes expected credit losses on trade receivables following the simplified approach. Lifetime expected losses are recognized for the trade receivables, excluding recoverable VAT amounts. A provision matrix is used in order to calculate the lifetime expected credit losses for trade receivables, which is based on the overdue amounts at the reporting date and uses historical information on defaults. The group considers a financial asset in default when contractual payments are 60 days past due. For all receivables in excess of 60 days past due, the provision matrix calculates an allowance between 20% and 100%. However, in specific cases, the group may also consider a financial asset in default when specific objective evidence of an impairment is obtained as a result of one or more events, which occurred after the initial recognition of the asset, and that loss event(s) had an impact on the estimated future cash flows of that asset that can be estimated reliably. Objective evidence of impairment includes debtor experiencing significant financial difficulty, default or delinquency by a debtor, indications that a debtor will enter bankruptcy, or economic conditions that correlate with defaults. Impairment losses are recognized in the consolidated income statement. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-392": { "value": "(G) Property, plant and equipment Owned assets Items of property, plant and equipment (further also \u201cPPE\u201d) are stated at cost less accumulated depreciation and impairment losses. Cost includes the purchase price and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management (e.g. non-refundable tax, transport and the costs of dismantling and removing the items and restoring the site on which they are located, if applicable). The cost of a self-constructed asset is determined using the same principles as for an acquired asset and includes the cost of materials, direct labor and other directly attributable expenses. Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment. Subsequent expenditure Subsequent expenditure incurred in replacing or renewing components of some items of property, plant and equipment is accounted for as the acquisition of a separate asset and the replaced asset is written off. Capitalization of subsequent expenditure is only done when it increases the future economic benefits embodied in the item of property, plant and equipment and significantly increases production capacity. Repair and maintenance, which do not increase the future economic benefits of the asset to which they relate, are expensed as incurred. Depreciation Depreciation is charged to the income statement as from the date the asset is available for use, on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives of the respective asset categories are as follows: Land infrastructure 33 10 to 20 years Buildings 20 to 40 years Building improvements 10 to 20 years Plant installations 6 to 20 years Machinery and equipment 5 to 15 years Furniture and office equipment 4 to 10 years Extrusion and tooling equipment 3 to 7 years Laboratory and research \u2013 infrastructure 3 to 5 years Vehicles 4 to 10 years Computer equipment 3 to 5 years 33 Land infrastructure mainly includes access roads, fencing and lighting . Land is not depreciated as it is deemed to have an indefinite life. Useful lives and residual values, if significant, are re-assessed annually and adjusted if appropriate. Government grants Government grants relating to the purchase of property, plant and equipment are deducted from the carrying amount of the related asset when there is reasonable assurance that they will be received and the group will comply with the conditions attached to it. They are deducted in the income statement from the related depreciation charges on a straight-line basis over the estimated useful life of the related asset. Grants that compensate the group for expenses incurred are recognized as deduction of the related expense on a systematic basis in the same periods in which the expenses are incurred. The accounting policy for emission allowances is discussed in section (E) Intangible assets. Property, plant and equipment The fair value of property, recognized as a result of a business combination or used in impairment testing, is based on the estimated amount for which a property could be exchanged on the date of valuation in an arm\u2019s length transaction. The result is benchmarked with market values, if available. If no significant and active market exists, the replacement cost is used. The fair value of items of plant and equipment is based on the market or cost approach using quoted market prices for similar items when available and replacement costs when appropriate. The replacement cost is the combined result of the cost of a new plant and equipment with the same capacity and the value in use considering the business activity. The measurement of the fair value of property, plant and equipment is based on valuation studies which are performed internally as well as outsourced to external, independent valuation companies having appropriate qualifications and experience. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForPropertyPlantAndEquipmentExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-432": { "value": "Subsequent expenditure Subsequent expenditure incurred in replacing or renewing components of some items of property, plant and equipment is accounted for as the acquisition of a separate asset and the replaced asset is written off. Capitalization of subsequent expenditure is only done when it increases the future economic benefits embodied in the item of property, plant and equipment and significantly increases production capacity. Repair and maintenance, which do not increase the future economic benefits of the asset to which they relate, are expensed as incurred. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRepairsAndMaintenanceExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-433": { "value": "Government grants Government grants relating to the purchase of property, plant and equipment are deducted from the carrying amount of the related asset when there is reasonable assurance that they will be received and the group will comply with the conditions attached to it. They are deducted in the income statement from the related depreciation charges on a straight-line basis over the estimated useful life of the related asset. Grants that compensate the group for expenses incurred are recognized as deduction of the related expense on a systematic basis in the same periods in which the expenses are incurred. The accounting policy for emission allowances is discussed in section (E) Intangible assets. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForGovernmentGrants", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-393": { "value": "(H) Leased assets The group has applied in 2019 IFRS 16 Leases using the modified retrospective approach, under which comparative information is not restated. At inception of a contract, the group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Assets, representing the rights to use the underlying leased asset, are capitalized as property, plant and equipment at cost, comprising the following: \u2022 the amount of the initial measurement of lease liability \u2022 any lease payments made at or before the commencement date less any lease incentives received \u2022 any initial direct costs \u2022 restoration costs. The corresponding lease liabilities, representing the net present value of the lease payments, are recognized as long-term or current liabilities depending on the period in which they are due. The lease payments are initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group\u2019s incremental borrowing rate, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Generally, the group uses its incremental borrowing rate as the discount rate. Leased assets and liabilities are not recognized for low-value items and short term leases. Short-term leases are leases with an initial lease term of 12 months or less. The lease payments associated with these low-value items and short term leases are recognized on a straight-line basis as an expense over the lease term. Lease interest is charged to the income statement as an interest expense. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew by considering all relevant factors that create an economic incentive for it to exercise the renewal. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForLeasesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-487": { "value": "(I) Other, short and long term investments Each category of investment is accounted for at trade date. Investments in equity securities Investments in equity securities are undertakings in which the group does not have significant influence or control. This is generally evidenced by ownership of less than 20% of the voting rights. Such investments are recorded at their fair value on the balance sheet, unless the fair value cannot be reliably determined in which case they are carried at cost less impairment losses. The fair value is the quoted bid price at balance sheet date. On initial recognition, the entity can determine, on an instrument-by-instrument basis, whether subsequent changes in fair value should be recorded in other comprehensive income or directly in profit or loss. The choice is irrevocable. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. If investments in equity securities are disposed, and on initial recognition it was chosen to record subsequent changes in fair value in other comprehensive income, the cumulative gain or loss previously recognized in other comprehensive income remains in other comprehensive income and is never reclassified to profit or loss. Changes in fair value of investments in equity securities are recognized in Finance (costs) / income in the consolidated income statement for the following investments: \u2022 Rieter Holding AG (note 14 - Investments accounted for using the equity method, other investments and guarantees). Other investments and guarantees Other investments mainly include cash guarantees. They are initially measured at fair value. Subsequently other investments are measured at amortized cost. Short term investments Short term investments include cash deposits and short term bank notes with a maturity at inception in excess of three months and are intended to be held to maturity less than one year (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. Long term investments Long term investments include cash deposits and long term bank notes with a maturity at inception of more than 12 months and are intended to be held to maturity (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentsOtherThanInvestmentsAccountedForUsingEquityMethodExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-434": { "value": "(I) Other, short and long term investments Each category of investment is accounted for at trade date. Investments in equity securities Investments in equity securities are undertakings in which the group does not have significant influence or control. This is generally evidenced by ownership of less than 20% of the voting rights. Such investments are recorded at their fair value on the balance sheet, unless the fair value cannot be reliably determined in which case they are carried at cost less impairment losses. The fair value is the quoted bid price at balance sheet date. On initial recognition, the entity can determine, on an instrument-by-instrument basis, whether subsequent changes in fair value should be recorded in other comprehensive income or directly in profit or loss. The choice is irrevocable. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. If investments in equity securities are disposed, and on initial recognition it was chosen to record subsequent changes in fair value in other comprehensive income, the cumulative gain or loss previously recognized in other comprehensive income remains in other comprehensive income and is never reclassified to profit or loss. Changes in fair value of investments in equity securities are recognized in Finance (costs) / income in the consolidated income statement for the following investments: \u2022 Rieter Holding AG (note 14 - Investments accounted for using the equity method, other investments and guarantees). Other investments and guarantees Other investments mainly include cash guarantees. They are initially measured at fair value. Subsequently other investments are measured at amortized cost. Short term investments Short term investments include cash deposits and short term bank notes with a maturity at inception in excess of three months and are intended to be held to maturity less than one year (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. Long term investments Long term investments include cash deposits and long term bank notes with a maturity at inception of more than 12 months and are intended to be held to maturity (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-394": { "value": "(I) Other, short and long term investments Each category of investment is accounted for at trade date. Investments in equity securities Investments in equity securities are undertakings in which the group does not have significant influence or control. This is generally evidenced by ownership of less than 20% of the voting rights. Such investments are recorded at their fair value on the balance sheet, unless the fair value cannot be reliably determined in which case they are carried at cost less impairment losses. The fair value is the quoted bid price at balance sheet date. On initial recognition, the entity can determine, on an instrument-by-instrument basis, whether subsequent changes in fair value should be recorded in other comprehensive income or directly in profit or loss. The choice is irrevocable. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. If investments in equity securities are disposed, and on initial recognition it was chosen to record subsequent changes in fair value in other comprehensive income, the cumulative gain or loss previously recognized in other comprehensive income remains in other comprehensive income and is never reclassified to profit or loss. Changes in fair value of investments in equity securities are recognized in Finance (costs) / income in the consolidated income statement for the following investments: \u2022 Rieter Holding AG (note 14 - Investments accounted for using the equity method, other investments and guarantees). Other investments and guarantees Other investments mainly include cash guarantees. They are initially measured at fair value. Subsequently other investments are measured at amortized cost. Short term investments Short term investments include cash deposits and short term bank notes with a maturity at inception in excess of three months and are intended to be held to maturity less than one year (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. Long term investments Long term investments include cash deposits and long term bank notes with a maturity at inception of more than 12 months and are intended to be held to maturity (solely payment of principal and interest). They are recognized at cost and the associated revenue is recognized in interest income. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInvestmentsOtherThanInvestmentsAccountedForUsingEquityMethodExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-463": { "value": "Other investments and guarantees Other investments mainly include cash guarantees. They are initially measured at fair value. Subsequently other investments are measured at amortized cost. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialGuaranteesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-435": { "value": "(J) Impairment The carrying amounts of property, plant and equipment, and intangible assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset\u2019s recoverable amount is estimated for an individual asset or for a cash-generating unit. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units. An impairment loss is recognized whenever the carrying amount of an asset or the related cash-generating unit exceeds its recoverable amount. Impairment losses are recognized in the income statement. Goodwill and intangible assets not yet available for use are tested for impairment at least annually, and when an indication of impairment exists. An impairment is determined for goodwill by assessing the recoverable amount of each cash-generating unit to which the goodwill relates. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units and then, to reduce the carrying amount of other assets in the cash-generating unit on a pro rata basis. Calculation of recoverable amount The recoverable amount of an asset or cash-generating unit is the higher of its fair value less costs to sell and its value in use. The value in use is the net present value of the estimated future cash flows from the use of an asset or cash-generating unit. In assessing the value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, to the business etc. \u2026 In determining the fair value less costs to sell, recent market transactions are taken into account, if these are available. If an impairment is a consequence of classifying the assets as non-current assets classified as held for sale, then management\u2019s best estimate is used as a basis for the determination of the fair value of the assets (also based on knowledge of previous transactions with similar assets). Reversal of impairment An impairment loss, in respect of the group\u2019s assets other than goodwill, recognized in prior periods, is assessed at each balance sheet date for any indication that the impairment loss has decreased or no longer exists. If there has been a change in the estimates used to determine the recoverable amount on assets other than goodwill, the previously recognized impairment loss is reversed through the EBIT adjusting items in the income statement, to the extent that the asset\u2019s carrying amount does not exceed its recoverable amount, nor the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. An impairment loss in respect of goodwill cannot be reversed. Financial assets In accordance with IFRS 9, the group recognizes expected credit losses on trade receivables following the simplified approach. Lifetime expected losses are recognized for the trade receivables, excluding recoverable VAT amounts. A provision matrix is used in order to calculate the lifetime expected credit losses for trade receivables, which is based on the overdue amounts at the reporting date and uses historical information on defaults. The group considers a financial asset in default when contractual payments are 60 days past due. For all receivables in excess of 60 days past due, the provision matrix calculates an allowance between 20% and 100%. However, in specific cases, the group may also consider a financial asset in default when specific objective evidence of an impairment is obtained as a result of one or more events, which occurred after the initial recognition of the asset, and that loss event(s) had an impact on the estimated future cash flows of that asset that can be estimated reliably. Objective evidence of impairment includes debtor experiencing significant financial difficulty, default or delinquency by a debtor, indications that a debtor will enter bankruptcy, or economic conditions that correlate with defaults. Impairment losses are recognized in the consolidated income statement. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForExceptionalItemsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-464": { "value": "Financial assets In accordance with IFRS 9, the group recognizes expected credit losses on trade receivables following the simplified approach. Lifetime expected losses are recognized for the trade receivables, excluding recoverable VAT amounts. A provision matrix is used in order to calculate the lifetime expected credit losses for trade receivables, which is based on the overdue amounts at the reporting date and uses historical information on defaults. The group considers a financial asset in default when contractual payments are 60 days past due. For all receivables in excess of 60 days past due, the provision matrix calculates an allowance between 20% and 100%. However, in specific cases, the group may also consider a financial asset in default when specific objective evidence of an impairment is obtained as a result of one or more events, which occurred after the initial recognition of the asset, and that loss event(s) had an impact on the estimated future cash flows of that asset that can be estimated reliably. Objective evidence of impairment includes debtor experiencing significant financial difficulty, default or delinquency by a debtor, indications that a debtor will enter bankruptcy, or economic conditions that correlate with defaults. Impairment losses are recognized in the consolidated income statement. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfFinancialAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-395": { "value": "(K) Inventories Inventories are stated at the lower of cost and net realizable value. The cost is determined by the weighted average cost method (operating segments Agro, Bio-Valorization and Industrial Solutions) and by the First-in First-out (FIFO) method (operating segment Machines & Technologies). The cost of finished goods and work in progress comprises raw materials, other production materials, direct labor, other direct costs and an allocation of fixed and variable production overhead based on normal operating capacity. Cost of inventories includes the purchase, conversion and other costs incurred to bring the inventories to their present location and condition. Net realizable value represents the estimated selling price, less all estimated costs of making the product ready for sale. nventories The fair value of inventories is based on the current market price for raw materials and the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale for finished products including a margin. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForMeasuringInventories", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-501": { "value": "(L) Trade and other receivables Trade and other receivables are initially measured at fair value and subsequently stated at amortized cost less appropriate allowances for impairment losses (see accounting policy J) ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForLoansAndReceivablesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-396": { "value": "(L) Trade and other receivables Trade and other receivables are initially measured at fair value and subsequently stated at amortized cost less appropriate allowances for impairment losses (see accounting policy J) . ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-397": { "value": "(M) Cash and cash equivalents Cash includes cash in hand and cash with banks. Cash equivalents are short-term, highly liquid investments that are readily convertible into known amounts of cash, have a maturity date of three months or less from the date of inception and are subject to an insignificant risk of change in value. Cash and cash equivalents are recognized at their fair value. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-398": { "value": "(N) Issued capital Ordinary shares Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognized as a reduction from equity, net of any tax effects. Repurchase of issued capital When share capital recognized as equity is repurchased, the amount of the consideration paid, including directly attributable costs, is recognized as a change in equity. Repurchased shares are classified as treasury shares and presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is presented in retained earnings. Dividends Dividends are recognized as a liability in the period in which they are declared. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIssuedCapitalExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-436": { "value": "Repurchase of issued capital When share capital recognized as equity is repurchased, the amount of the consideration paid, including directly attributable costs, is recognized as a change in equity. Repurchased shares are classified as treasury shares and presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is presented in retained earnings. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTreasurySharesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-437": { "value": "Dividends Dividends are recognized as a liability in the period in which they are declared. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDividendsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-524": { "value": "(O) Non-derivative financial liabilities Non-derivative financial liabilities are recognized initially at fair value, less attributable transaction costs. Subsequent to initial recognition, interest-bearing loans and borrowings are stated at amortized cost with any difference between cost and redemption value being recognized in the income statement over the period of borrowings on an effective interest basis. Export financing is used within the operating segment Machines & Technologies. The group allows long-term payment of trade receivables provided that these are financed via export financing by banks and are guaranteed by an external credit insurance company. Upon invoicing of machine contracts, the related trade receivable (which is spread over several years) is recognized within \u201cTrade and other receivables\u201d. There are several options to finance these non-current trade receivables. If the group takes out a parallel supplier credit with a financial institution, this debt will be recorded within \u201cLoans and borrowings\u201d. The group may also decide to proceed with discounting these receivables through a financial institution or a credit insurance company. In this case, the trade receivables will be settled the moment the risk of the asset is transferred. The costs of discounting are included in the consolidated income statement within \u201cOther finance costs\u201d. The income related to re-invoicing these interest costs to the customer is included in the consolidated income statement within \u201cOther finance income\". ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBorrowingsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-399": { "value": "(O) Non-derivative financial liabilities Non-derivative financial liabilities are recognized initially at fair value, less attributable transaction costs. Subsequent to initial recognition, interest-bearing loans and borrowings are stated at amortized cost with any difference between cost and redemption value being recognized in the income statement over the period of borrowings on an effective interest basis. Export financing is used within the operating segment Machines & Technologies. The group allows long-term payment of trade receivables provided that these are financed via export financing by banks and are guaranteed by an external credit insurance company. Upon invoicing of machine contracts, the related trade receivable (which is spread over several years) is recognized within \u201cTrade and other receivables\u201d. There are several options to finance these non-current trade receivables. If the group takes out a parallel supplier credit with a financial institution, this debt will be recorded within \u201cLoans and borrowings\u201d. The group may also decide to proceed with discounting these receivables through a financial institution or a credit insurance company. In this case, the trade receivables will be settled the moment the risk of the asset is transferred. The costs of discounting are included in the consolidated income statement within \u201cOther finance costs\u201d. The income related to re-invoicing these interest costs to the customer is included in the consolidated income statement within \u201cOther finance income\". ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialLiabilitiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-400": { "value": "(P) Provisions Provisions are recognized in the balance sheet when the group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. The unwinding of the discount is presented as a component of finance costs. Restructuring A provision for restructuring is recognized when the group has approved a detailed and formal restructuring plan, and the restructuring has either commenced or has been announced to those affected by it. Future operating costs are not provided for. Environmental obligations and dismantlement obligations These provisions are based on legal and constructive obligations from past events, in accordance with applicable legal requirements. Onerous contracts A provision for onerous contracts is recognized when the expected benefits to be derived by the group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. Such provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the group recognizes an impairment loss on the assets associated with that contract. Warranties A provision for warranty costs will be made for products under warranty on the basis of historical data with regard to repairs and returned goods. A provision is recognized for performance warranties based on individual analysis. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForProvisionsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-488": { "value": "Environmental obligations and dismantlement obligations These provisions are based on legal and constructive obligations from past events, in accordance with applicable legal requirements. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEnvironmentRelatedExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-465": { "value": "Environmental obligations and dismantlement obligations These provisions are based on legal and constructive obligations from past events, in accordance with applicable legal requirements. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDecommissioningRestorationAndRehabilitationProvisionsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-401": { "value": "(Q) Employee benefits Post-employment benefits Post-employment benefits include pensions and medical benefits. The group operates a number of defined benefits and defined contribution plans throughout the world, of which the assets are generally held in separate pension funds. Separate trusts and insurers generally hold the pension plans. - Defined contribution plans: A defined contribution plan is a pension plan under which the group pays fixed contributions into a fund. There is no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Contributions to defined contribution pension plans are recognized as an expense in the income statement as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available. - Defined benefit plans: A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement. For defined benefit plans, the pension accounting costs are assessed separately for each plan using the projected unit credit method. Under this method, the cost of providing pensions is charged to the income statement in order to spread the regular cost over the service lives of employees in accordance with the advice of qualified independent actuaries who carry out annually a full valuation of the plans. The pension obligation recognized in the balance sheet is determined as the present value of the defined benefit obligation, using interest rates of high quality corporate bonds that are denominated in the currency in which the benefits will be paid, and which have terms to maturity approximating the terms of the related liability, less the fair value of the plan assets. In countries where there is no deep market in such bonds, the market rates on government bonds are used for discounting. Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss. Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, and the effect of the asset ceiling (if any), are charged or credited to equity in other comprehensive income in the period in which they arise. Where the calculation results in a potential asset for the group, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. Past service costs, settlement costs and gain or loss on curtailment are recognized immediately in the income statement. Termination benefits (pre-retirement plans, other termination obligations) These benefits arise as a result of the group\u2019s decision to terminate the employment of an employee or group of employees before the normal retirement date or of an employee\u2019s decision to accept voluntary redundancy in exchange for those benefits. These benefits are recognized as a liability and an expense at the earlier of the following dates: when the group can no longer withdraw the offer of those benefits, or when the group recognizes costs for a restructuring that is within the scope of IAS 37 Provisions and involves termination benefits. If benefits are conditional on future service, they are not treated as termination benefits but as post- employment benefits. Short and long-term benefits Short- and long-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short-term cash bonus or profit- sharing plans if the group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEmployeeBenefitsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-438": { "value": "Termination benefits (pre-retirement plans, other termination obligations) These benefits arise as a result of the group\u2019s decision to terminate the employment of an employee or group of employees before the normal retirement date or of an employee\u2019s decision to accept voluntary redundancy in exchange for those benefits. These benefits are recognized as a liability and an expense at the earlier of the following dates: when the group can no longer withdraw the offer of those benefits, or when the group recognizes costs for a restructuring that is within the scope of IAS 37 Provisions and involves termination benefits. If benefits are conditional on future service, they are not treated as termination benefits but as post- employment benefits. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTerminationBenefits", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-439": { "value": "(R) Income tax Income tax expense comprises current and deferred tax. Income tax is recognized in the income statement except to the extent that it relates to items recognized directly to equity or other comprehensive income, in which case it is recognized in equity or other comprehensive income or it relates to a business combination, in which case it is recognized against goodwill. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. Deferred tax is provided using the balance sheet liability method, for temporary differences arising between the carrying values of assets and liabilities for financial reporting purposes and the basis used for taxation purposes. The following temporary differences are not provided for: taxable temporary differences arising on the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit and differences relating to investments in subsidiaries to the extent that these will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date, and reflects uncertainty related to income taxes, if any. A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that related tax benefit will be realized. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. Additional income taxes that arise from the distribution of dividends are recognized at the same time as the liability to pay the related benefit. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDeferredIncomeTaxExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-402": { "value": "(R) Income tax Income tax expense comprises current and deferred tax. Income tax is recognized in the income statement except to the extent that it relates to items recognized directly to equity or other comprehensive income, in which case it is recognized in equity or other comprehensive income or it relates to a business combination, in which case it is recognized against goodwill. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. Deferred tax is provided using the balance sheet liability method, for temporary differences arising between the carrying values of assets and liabilities for financial reporting purposes and the basis used for taxation purposes. The following temporary differences are not provided for: taxable temporary differences arising on the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit and differences relating to investments in subsidiaries to the extent that these will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date, and reflects uncertainty related to income taxes, if any. A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that related tax benefit will be realized. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. Additional income taxes that arise from the distribution of dividends are recognized at the same time as the liability to pay the related benefit. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIncomeTaxExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-403": { "value": "(S) Trade and other payables Trade and other payables are stated at fair value at initial recognition and subsequently at amortized cost. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-404": { "value": "Revenue The five-step model to account for revenue arising from contracts with customers is used. Revenue is recognized at an amount that reflects the consideration to which the group expects to be entitled in exchange for transferring goods or services to a customer. - Sale of goods The majority of the group\u2019s revenue consists of the sale of goods. Products are generally sold directly or through distributors to the customers. Revenue is recognized based on the transfer of control of ownership. The point of recognition is dependent on the contract sales terms, known as the International Commercial terms (Incoterms). The timing of the revenue recognition is not significantly different from the transfer from risk and rewards. The sale of goods, including transportation, qualifies as a separate performance obligation. The related costs of transportation are incurred as part of the performance obligation to transfer goods to the customer. In the operating segment Machines & Technologies, the installation of the machine at the customer is considered to be a separate performance obligation as the customer or another third party could also install the machine. However, the turnover related to these installations is considered to be insignificant. - Rendering of services The amount of revenue from services is not presented separately in the income statement because it currently represents an insignificant portion of total revenue for the group. The sale of services qualifies as a separate performance obligation, of which revenue is recognized when a customer obtains control of the services, which can be at a point in time or over time. For each performance obligation satisfied over time, revenue is recognized by measuring the progress towards complete satisfaction of that performance obligation at the end of each reporting period. - Projects For revenue out of projects, the amount of revenue is measured by reference to the progress made towards complete satisfaction of the performance obligation. These projects generally have a lifetime of less than one year. Customer contracts might include trade discounts or volume rebates, which are granted to the customer if the delivered quantities exceed a certain threshold. In these cases, the transaction price includes a variable consideration. The effect of the variable consideration, recognized at fair value, on the transaction price is taken into account in revenue recognition by estimating the probability of the realization of the discount or rebate for each contract. Customer contracts might contain consignment arrangements. The products are shipped and stored in owned or rented tanks at the customer\u2019s premises. The revenue is only recognized at the moment the product is actually withdrawn by the customer. The sales price will be the applicable market price at that moment. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRecognitionOfRevenue", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-440": { "value": "Revenue The five-step model to account for revenue arising from contracts with customers is used. Revenue is recognized at an amount that reflects the consideration to which the group expects to be entitled in exchange for transferring goods or services to a customer. - Sale of goods The majority of the group\u2019s revenue consists of the sale of goods. Products are generally sold directly or through distributors to the customers. Revenue is recognized based on the transfer of control of ownership. The point of recognition is dependent on the contract sales terms, known as the International Commercial terms (Incoterms). The timing of the revenue recognition is not significantly different from the transfer from risk and rewards. The sale of goods, including transportation, qualifies as a separate performance obligation. The related costs of transportation are incurred as part of the performance obligation to transfer goods to the customer. In the operating segment Machines & Technologies, the installation of the machine at the customer is considered to be a separate performance obligation as the customer or another third party could also install the machine. However, the turnover related to these installations is considered to be insignificant. - Rendering of services The amount of revenue from services is not presented separately in the income statement because it currently represents an insignificant portion of total revenue for the group. The sale of services qualifies as a separate performance obligation, of which revenue is recognized when a customer obtains control of the services, which can be at a point in time or over time. For each performance obligation satisfied over time, revenue is recognized by measuring the progress towards complete satisfaction of that performance obligation at the end of each reporting period. - Projects For revenue out of projects, the amount of revenue is measured by reference to the progress made towards complete satisfaction of the performance obligation. These projects generally have a lifetime of less than one year. Customer contracts might include trade discounts or volume rebates, which are granted to the customer if the delivered quantities exceed a certain threshold. In these cases, the transaction price includes a variable consideration. The effect of the variable consideration, recognized at fair value, on the transaction price is taken into account in revenue recognition by estimating the probability of the realization of the discount or rebate for each contract. Customer contracts might contain consignment arrangements. The products are shipped and stored in owned or rented tanks at the customer\u2019s premises. The revenue is only recognized at the moment the product is actually withdrawn by the customer. The sales price will be the applicable market price at that moment. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradingIncomeAndExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-466": { "value": "Customer contracts might include trade discounts or volume rebates, which are granted to the customer if the delivered quantities exceed a certain threshold. In these cases, the transaction price includes a variable consideration. The effect of the variable consideration, recognized at fair value, on the transaction price is taken into account in revenue recognition by estimating the probability of the realization of the discount or rebate for each contract. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDiscountsAndRebatesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-405": { "value": "Finance income Finance income comprises interest receivable on funds invested, dividend income, foreign exchange gains, gains on derivative financial instruments, that are not part of a hedge accounting relationship and the recharging of financing costs related to the sale of weaving machines. Interest income is recognized in the income statement as it accrues, taking into account the effective yield on the asset. Dividend income is recognized in the income statement on the date the entity\u2019s right to receive payments is established. Finance costs Finance costs comprise interest payable on loans and borrowings, the interest component of lease payments, unwinding of the discount on provisions, foreign exchange losses, losses on derivative financial instruments, that are not part of a hedge accounting relationship, and finance costs related the sale of weaving machines. Interest expense is recognized as it accrues, taking into account the effective interest rate. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinanceIncomeAndCostsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-489": { "value": "Interest income is recognized in the income statement as it accrues, taking into account the effective yield on the asset. Interest expense is recognized as it accrues, taking into account the effective interest rate. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInterestIncomeAndExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-526": { "value": "Finance costs Finance costs comprise interest payable on loans and borrowings, the interest component of lease payments, unwinding of the discount on provisions, foreign exchange losses, losses on derivative financial instruments, that are not part of a hedge accounting relationship, and finance costs related the sale of weaving machines. Interest expense is recognized as it accrues, taking into account the effective interest rate. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForExpensesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-467": { "value": "Finance costs Finance costs comprise interest payable on loans and borrowings, the interest component of lease payments, unwinding of the discount on provisions, foreign exchange losses, losses on derivative financial instruments, that are not part of a hedge accounting relationship, and finance costs related the sale of weaving machines. Interest expense is recognized as it accrues, taking into account the effective interest rate. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinanceCostsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-525": { "value": "(V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. ", "dimensions": { "concept": "ifrs-full:DisclosureOfReclassificationOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-512": { "value": "(V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForReclassificationOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-502": { "value": "(V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsAtFairValueThroughProfitOrLossExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-490": { "value": "(V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-468": { "value": "(V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. Derivative financial instruments The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the forward rate at closing date. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby takes into account the current unrealized gains or losses on open contracts. Other financial instruments The fair values of an electricity purchase agreement and an electricity sale agreement have been estimated using a discounted cash flow method, making certain assumptions about the model inputs, including a risk-adjusted discount rate, and a commodities market price. The fair values are categorized as level 3 as they are partly based on unobservable market data. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerivativeFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-406": { "value": "(V) Derivative financial instruments The group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational activities. In accordance with its treasury policy, the group does not hold or issue derivative financial instruments for trading purposes. Derivative financial instruments are recognized initially at fair value. The determination of fair values for each type of financial and non-financial assets and liabilities are further discussed in note 2 - Determination of fair values. Subsequent to initial recognition, derivative financial instruments are stated at their fair value at balance sheet date. Depending on whether cash flow hedge accounting (see below) is applied or not, any gain or loss on this remeasurement is either recognized directly in other comprehensive income or in the income statement. Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. Derivative financial instruments The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the forward rate at closing date. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby takes into account the current unrealized gains or losses on open contracts. Other financial instruments The fair values of an electricity purchase agreement and an electricity sale agreement have been estimated using a discounted cash flow method, making certain assumptions about the model inputs, including a risk-adjusted discount rate, and a commodities market price. The fair values are categorized as level 3 as they are partly based on unobservable market data. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerivativeFinancialInstrumentsAndHedgingExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-441": { "value": "Cash flow hedges The group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction that could affect income statement, the effective portion of changes in the fair value of the derivative is recognized in other comprehensive income (hedging reserves in equity). Any ineffective portion of changes in the fair value of the derivative is recognized immediately in the income statement. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognized. In any other case, the amount accumulated in equity is reclassified to income statement in the same period that the hedged item affects the income statement. If the hedging instrument no longer meets the criteria for hedge accounting, or when the hedging instrument is expired, sold or terminated, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the income statement. If the forecast transaction is no longer expected to occur, then the cumulative gain or loss recognized in other comprehensive income is reclassified immediately to finance costs and income. Derivative financial instruments The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the forward rate at closing date. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby takes into account the current unrealized gains or losses on open contracts. Other financial instruments The fair values of an electricity purchase agreement and an electricity sale agreement have been estimated using a discounted cash flow method, making certain assumptions about the model inputs, including a risk-adjusted discount rate, and a commodities market price. The fair values are categorized as level 3 as they are partly based on unobservable market data. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForHedgingExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-407": { "value": "(W) Earnings per share The group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held. The diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise share options granted to the management. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEarningsPerShareExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-408": { "value": "(X) Segment reporting Operating segments are components of the group that engage in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the group\u2019s other components. Discrete financial information is available and evaluated regularly by the Executive Committee in deciding how to allocate resources and in assessing performance. The Executive Committee has been identified as the chief operating decision maker. Aggregation of segments has been done in accordance with IFRS 8 Operating segments and only when the segments have similar economic characteristics based upon their nature of products and services, nature of the production process, type or class of customer, methods used to distribute products or provide services and the nature of the regulatory environment. The segment information reported to the Executive Committee (including the measurement of segment profit or loss, segment assets and liabilities) is prepared in conformity with the same accounting policies as those described in the summary of material accounting policies. Revenues, expenses and assets are allocated to the operating segments to the extent that items of revenue, expenses and assets can be directly attributed or reasonably allocated to the operating segments. Transfer prices between operating segments are in a similar way to transactions with third parties. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSegmentReportingExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-513": { "value": "(Y) Changes in accounting policy and disclosures The following amendments and annual improvements to standards are mandatory for the first time for the financial year beginning January 1, 2023 and have been endorsed by the European Union. These did not have a significant impact on the financial statements of the group: \u2022 IFRS 17 Insurance Contracts \u2022 Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates \u2022 Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies \u2022 Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 Amendments to IFRS 17 Insurance contracts: initial application of IFRS 17 and IFRS 9 - Comparative information \u2022 Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model Rules The following amendments to standards have been issued, have been endorsed by the European Union, and are effective for the first time for the financial year beginning on or January 1, 2024: \u2022 Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback \u2022 Amendments to IAS 1 Presentation of Financial statements: Classification of Liabilities as Current or Non-current The group has not applied this amended standard in preparing the 2023 consolidated financial statements. The group is currently assessing the new rules, and at this stage, is not expecting any of these new rules to have a significant impact on the financial statements of the group. The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2024 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2025 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability ", "dimensions": { "concept": "ifrs-full:DisclosureOfChangesInAccountingPoliciesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-409": { "value": "(Y) Changes in accounting policy and disclosures The following amendments and annual improvements to standards are mandatory for the first time for the financial year beginning January 1, 2023 and have been endorsed by the European Union. These did not have a significant impact on the financial statements of the group: \u2022 IFRS 17 Insurance Contracts \u2022 Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates \u2022 Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies \u2022 Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 Amendments to IFRS 17 Insurance contracts: initial application of IFRS 17 and IFRS 9 - Comparative information \u2022 Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model Rules The following amendments to standards have been issued, have been endorsed by the European Union, and are effective for the first time for the financial year beginning on or January 1, 2024: \u2022 Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback \u2022 Amendments to IAS 1 Presentation of Financial statements: Classification of Liabilities as Current or Non-current The group has not applied this amended standard in preparing the 2023 consolidated financial statements. The group is currently assessing the new rules, and at this stage, is not expecting any of these new rules to have a significant impact on the financial statements of the group. The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2024 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements The following new standards, amendments and interpretation to standards have been issued, and are effective for the first time for the financial year beginning January 1, 2025 and have not yet been endorsed by the European Union: \u2022 Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability ", "dimensions": { "concept": "ifrs-full:DescriptionOfVoluntaryChangeInAccountingPolicy", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-377": { "value": "2. Determination of fair values A number of the group\u2019s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and disclosure purposes based on the methods described below. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When measuring the fair value of an asset or a liability, the group uses market observable data as far as possible, or valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: \u2022 Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. \u2022 Level 2: inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. \u2022 Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). The group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. For the purpose of fair value disclosures, the group has determined classes of assets and liabilities on the basis of the nature, characteristics and risk of the asset or liability and the level of the fair value hierarchy as explained above. Further information about the assumptions made in measuring fair values is included in note 4 - Acquisitions and disposals and note 26 - Financial instruments. Property, plant and equipment The fair value of property, recognized as a result of a business combination or used in impairment testing, is based on the estimated amount for which a property could be exchanged on the date of valuation in an arm\u2019s length transaction. The result is benchmarked with market values, if available. If no significant and active market exists, the replacement cost is used. The fair value of items of plant and equipment is based on the market or cost approach using quoted market prices for similar items when available and replacement costs when appropriate. The replacement cost is the combined result of the cost of a new plant and equipment with the same capacity and the value in use considering the business activity. The measurement of the fair value of property, plant and equipment is based on valuation studies which are performed internally as well as outsourced to external, independent valuation companies having appropriate qualifications and experience. Intangible assets The fair value of intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets and on valuation studies performed internally as well as outsourced to external independent valuation companies having appropriate qualifications and experience. I nventories The fair value of inventories is based on the current market price for raw materials and the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale for finished products including a margin. Derivative financial instruments The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the forward rate at closing date. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby takes into account the current unrealized gains or losses on open contracts. Other financial instruments The fair values of an electricity purchase agreement and an electricity sale agreement have been estimated using a discounted cash flow method, making certain assumptions about the model inputs, including a risk-adjusted discount rate, and a commodities market price. The fair values are categorized as level 3 as they are partly based on unobservable market data. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRecognisingDifferenceBetweenFairValueAtInitialRecognitionAndAmountDeterminedUsingValuationTechniqueExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-514": { "value": ". Determination of fair values A number of the group\u2019s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and disclosure purposes based on the methods described below. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When measuring the fair value of an asset or a liability, the group uses market observable data as far as possible, or valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: \u2022 Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. \u2022 Level 2: inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. \u2022 Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). The group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. For the purpose of fair value disclosures, the group has determined classes of assets and liabilities on the basis of the nature, characteristics and risk of the asset or liability and the level of the fair value hierarchy as explained above. Further information about the assumptions made in measuring fair values is included in note 4 - Acquisitions and disposals and note 26 - Financial instruments. Property, plant and equipment The fair value of property, recognized as a result of a business combination or used in impairment testing, is based on the estimated amount for which a property could be exchanged on the date of valuation in an arm\u2019s length transaction. The result is benchmarked with market values, if available. If no significant and active market exists, the replacement cost is used. The fair value of items of plant and equipment is based on the market or cost approach using quoted market prices for similar items when available and replacement costs when appropriate. The replacement cost is the combined result of the cost of a new plant and equipment with the same capacity and the value in use considering the business activity. The measurement of the fair value of property, plant and equipment is based on valuation studies which are performed internally as well as outsourced to external, independent valuation companies having appropriate qualifications and experience. Intangible assets The fair value of intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets and on valuation studies performed internally as well as outsourced to external independent valuation companies having appropriate qualifications and experience. I nventories The fair value of inventories is based on the current market price for raw materials and the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale for finished products including a margin. Derivative financial instruments The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the forward rate at closing date. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby takes into account the current unrealized gains or losses on open contracts. Other financial instruments The fair values of an electricity purchase agreement and an electricity sale agreement have been estimated using a discounted cash flow method, making certain assumptions about the model inputs, including a risk-adjusted discount rate, and a commodities market price. The fair values are categorized as level 3 as they are partly based on unobservable market data. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFairValueMeasurementExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-410": { "value": "The group has 5 operating segments based on the principal business activities, economic environments and value chains in which they operate, as defined under IFRS 8 Operating Segments. The information provided below is consistent with the information that is available and evaluated regularly by the Chief Operating Decision Maker (the Executive Committee). The following summary describes the operations in each of the group\u2019s reportable segments: \u2022 \u201cAgro\u201d - includes production, trading and distribution of crop nutrients and crop protection products and includes the following businesses: Crop Vitality, Tessenderlo Kerley International, NovaSource and Violleau. These activities individually meet the definition of a business segment and were aggregated under the operating segment \u201cAgro\u201d in line with the stipulations under IFRS 8.12. This aggregation was possible because these activities sell the same or similar products, their production process is similar and these activities have the same or the same type of customers, while the distribution method of the products is also similar. In addition, there is close cooperation between these activities and management makes decisions that simultaneously have an impact on the various activities. \u2022 \u201cBio-valorization\u201d - includes collecting and processing of animal by-products; production and distribution of gelatins and collagen peptides and rendering, production and sales of proteins and fats and includes the following businesses: PB Leiner and Akiolis. These activities individually meet the definition of a business segment and were aggregated under the segment \u201cBio-valorization\u201d in line with the stipulations under IFRS 8.12. This aggregation was possible because these activities sell the same or similar products, their production process is similar and these activities have the same or the same type of customers, while the distribution method of the products is also similar. In addition, there is close cooperation between these activities and management makes decisions that simultaneously have an impact on the various activities. \u2022 \u201cIndustrial Solutions\u201d - includes all possible water applications (water transport, water treatment, leaching, recovery of water from industrial processes). This segment includes the following distinguishable commercial names: DYKA Group (with DYKA, JDP and BT Nyloplast), moleko and Kuhlmann Europe. These components are not considered to be separate operating segments. \u2022 \u201cMachines & Technologies\u201d: covers the production, development and sale of high-tech weaving machines and other \u201coriginal equipment manufacturers\u201d industrial products. This segment includes Picanol (weaving machines), Proferro (foundry and mechanical finishing), and PsiControl (electronics development and production) activities. These components are not considered to be separate operating segments. \u2022 \u201cT-Power\u201d - includes a gas-fired 425 MW power plant in Tessenderlo (Belgium). A tolling agreement was concluded with RWE group for a period of 15 years (until mid-year 2026) for the full capacity of the plant. The costs included within Adjusted EBIT, related to the corporate activities, are allocated to the different operating segments they support, based on the gross profit per operating segment. Transfer prices between operating segments are similar to transactions with third parties. The measure of segment profit/loss is Adjusted EBIT, which is consistent with information that is monitored by the chief operating decision maker. The group is a diversified specialty group that is worldwide active in many areas of machinery, agriculture, food, water management, efficient re(use) of natural resources and other industrial markets. The products of the group are used in various applications, industrial and consumption markets. Although a leadership position is occupied by the group in a number of diverse markets, the diversification of the group\u2019s revenue makes the group not reliant on major customers. The majority of the group\u2019s revenue consists of the sale of goods. Products are generally sold directly or through distributors to the customers. Revenue is therefore recognized when the goods are delivered to the customers, where the point of recognition is dependent on the contract sales terms, known as the International Commercial terms (Incoterms). The group also recognizes revenue from the sale of services. These mainly relate to the collection of organic materials within Akiolis (operating segment Bio-valorization), and R&D services sold by Psicontrol in the operating segment Machines & Technologies. In this case, the revenue is recognized when the customers obtain control of the services, predominantly at a point in time. The major line items of the income statement and statement of financial position are shown per operating segment in the table below. The Pro Forma information shows the impact as if the acquisition of Picanol Group by Tessenderlo Group would have occurred as of January 1, 2022, thereby impacting the statement of financial position per December 31, 2022 and the income statement as from January 1, 2022. These impacts are presented solely for comparison reasons. The 2022 figures of Tessenderlo Group have not been restated.
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
Following the acquisition of Picanol Group (note 4 - Acquisitions and disposals), the non-current segment assets are impacted by the remaining amount of acquisition accounting adjustments (309.4 million EUR as per December 31, 2023), which were recognized by Picanol Group on the date of initial consolidation of Tessenderlo Group (January 1, 2019). These fair value adjustments were recognized on property, plant and equipment, intangible assets and goodwill. The decrease compared to the 2022 Pro Forma figures (365.0 million EUR) is explained by the yearly amortization and depreciation charges. The increase of the non-current segment assets within the operating segment Bio-valorization can mainly be explained by the acquisition of, and the further investments in, the real estate and production assets of a former rendering company in Ribera d\u2019Ondara (Spain) by Akiolis Iberia S.L. (note 4 - Acquisitions and disposals, note 11 - Property, plant and equipment) as well as the acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co Ltd. (note 11 - Property, plant & equipment). The decrease of the non-current segment assets within the operating segment T-Power is mainly due to the amortization and depreciation of the fair value adjustments within T-Power nv, fully acquired in 2018. The remaining net book value of the customer list recognized amounts to 52.8 million EUR per December 31, 2023 and the yearly amortization charge amounts to -21.1 million EUR. The increase of the non-current segment assets, compared to the Pro Forma figures, within the operating segment Machines & Technologies is mainly related the new headquarter office in Ieper (Belgium), which is currently under construction . The current segment assets of the operating segments Agro and Industrial Solutions were impacted by lower inventories, while the current segment assets of Machines & Technologies were impacted by lower trade receivables following a lower activity. The current segment assets of the operating segment Bio-valorization were impacted by a higher inventory level compared to year-end 2022. The decrease of the segment liabilities within Agro and Machines & Technologies can be explained by lower trade payables, linked to a lower activity. Non-allocated segment liabilities mainly include environmental provisions recognized for the plants in Belgium (Ham, Tessenderlo, Vilvoorde) and France (Loos). In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers. Non-current segment assets (property, plant and equipment, goodwill and intangible assets) are based on the geographical location of the assets.
Revenue by market
Non-current segment assets
2023
2022
2022
2023
2022
2022
(Million EUR)
Pro Forma
Pro Forma
Europe
1,597.8
1,417.5
1,620.4
965.7
931.2
760.4
North America
781.6
863.5
888.3
435.3
475.6
217.0
South America
116.2
127.3
144.7
59.9
64.1
45.0
Asia
362.3
108.7
591.8
13.9
10.8
5.4
Rest of the world
70.4
70.5
76.6
-
-
-
Tessenderlo Group
2,928.3
2,587.5
3,321.7
1,474.8
1,027.8
1,481.7
", "dimensions": { "concept": "ifrs-full:DisclosureOfEntitysReportableSegmentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-491": { "value": "\u201cAgro\u201d - includes production, trading and distribution of crop nutrients and crop protection products and includes the following businesses: Crop Vitality, Tessenderlo Kerley International, NovaSource and Violleau. These activities individually meet the definition of a business segment and were aggregated under the operating segment \u201cAgro\u201d in line with the stipulations under IFRS 8.12. This aggregation was possible because these activities sell the same or similar products, their production process is similar and these activities have the same or the same type of customers, while the distribution method of the products is also similar. In addition, there is close cooperation between these activities and management makes decisions that simultaneously have an impact on the various activities. \u2022 \u201cBio-valorization\u201d - includes collecting and processing of animal by-products; production and distribution of gelatins and collagen peptides and rendering, production and sales of proteins and fats and includes the following businesses: PB Leiner and Akiolis. These activities individually meet the definition of a business segment and were aggregated under the segment \u201cBio-valorization\u201d in line with the stipulations under IFRS 8.12. This aggregation was possible because these activities sell the same or similar products, their production process is similar and these activities have the same or the same type of customers, while the distribution method of the products is also similar. In addition, there is close cooperation between these activities and management makes decisions that simultaneously have an impact on the various activities. \u2022 \u201cIndustrial Solutions\u201d - includes all possible water applications (water transport, water treatment, leaching, recovery of water from industrial processes). This segment includes the following distinguishable commercial names: DYKA Group (with DYKA, JDP and BT Nyloplast), moleko and Kuhlmann Europe. These components are not considered to be separate operating segments. \u2022 \u201cMachines & Technologies\u201d: covers the production, development and sale of high-tech weaving machines and other \u201coriginal equipment manufacturers\u201d industrial products. This segment includes Picanol (weaving machines), Proferro (foundry and mechanical finishing), and PsiControl (electronics development and production) activities. These components are not considered to be separate operating segments. \u2022 \u201cT-Power\u201d - includes a gas-fired 425 MW power plant in Tessenderlo (Belgium). A tolling agreement was concluded with RWE group for a period of 15 years (until mid-year 2026) for the full capacity of the plant. ", "dimensions": { "concept": "ifrs-full:DescriptionOfNatureOfEntitysOperationsAndPrincipalActivities", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-378": { "value": "
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
The current segment assets of the operating segments Agro and Industrial Solutions were impacted by lower inventories, while the current segment assets of Machines & Technologies were impacted by lower trade receivables following a lower activity. The current segment assets of the operating segment Bio-valorization were impacted by a higher inventory level compared to year-end 2022. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherCurrentAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-442": { "value": "
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherCurrentLiabilitiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-469": { "value": "
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
Revenue by market
Non-current segment assets
2023
2022
2022
2023
2022
2022
(Million EUR)
Pro Forma
Pro Forma
Europe
1,597.8
1,417.5
1,620.4
965.7
931.2
760.4
North America
781.6
863.5
888.3
435.3
475.6
217.0
South America
116.2
127.3
144.7
59.9
64.1
45.0
Asia
362.3
108.7
591.8
13.9
10.8
5.4
Rest of the world
70.4
70.5
76.6
-
-
-
Tessenderlo Group
2,928.3
2,587.5
3,321.7
1,474.8
1,027.8
1,481.7
", "dimensions": { "concept": "ifrs-full:DisclosureOfRevenueExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-492": { "value": "
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
6. EBIT adjusting items The EBIT adjusting items for 2023 show a net gain of 0.5 million EUR (2022: -12.0 million EUR).
(Million EUR)
note
2023
2022
Gains and losses on disposals
1.2
0.3
Restructuring
-
-0.3
Impairment losses
8/11
-
-37.6
Provisions and claims
-0.5
13.5
Settlement loss UK pension plan
23
-
-7.3
Electricity purchase and sale agreement
-0.5
21.1
Other income and expenses
0.4
-1.6
Total
0.5
-12.0
Impairment losses in 2022 related to property, plant and equipment of T-Power nv (operating segment T-Power), which were impaired for -37.6 million EUR at year-end 2022. Provisions and claims (-0.5 million EUR) mainly relate to the impact of a change in the expected timing of the future cash outflows to cover the estimated cost, over the period 2024-2054, for the remediation of historical soil and ground contamination of the factory sites in Belgium (Ham, Tessenderlo and Vilvoorde) and France (Loos), while the inflation and discount rate applied to these environmental provisions remained stable in 2023 compared to 2022. The 2023 impact amounts to -2.0 million EUR (2022: +16.7 million EUR) (note 24 - Provisions). The remaining items included in provisions and claims relate to several individually insignificant reversals of provisions. In 2022, a settlement loss was recognized on the UK pension plan for an amount of -7.3 million EUR. In December 2022, the trustees of the UK pension fund agreed to secure all benefit payments through a third party insurance contract, which will result in the settlement of all defined benefit obligations of the pension scheme. The premium paid to purchase the bulk annuity was higher than the value of the corresponding liabilities covered by the policy (note 23 - Employee benefits). The impact of an electricity purchase agreement, for which the own-use exemption under IAS 39 is not applicable anymore, was offset by an electricity sale agreement, starting in November 2023. As the terms and conditions of this electricity sale agreement are similar to the electricity purchase agreement, the group will no longer be exposed to the volatility of gas and electricity prices. The total contribution of the two agreements amounted to -4.4 million EUR in 2023 (2022: +13.3 million EUR). The revaluation at fair value of both agreements resulted in a positive impact of +3.8 million EUR (2022: +7.8 million EUR) (note 26 - Financial instruments). Other income and expenses (0.4 million EUR) relate to several other individually insignificant items. 11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively . The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant . 12. Goodwill Goodwill accounts for approximately 1.1% of the group\u2019s total assets as per December 31, 2023, or 31.8 million EUR (2022: 1.4% or 32.1 million EUR). The carrying amount of goodwill per operating segment and per cash-generating is shown in the table below:
2023
2022
(Million EUR)
Pro Forma
Agro
18.5
19.1
Crop Vitality
18.5
19.1
Bio-valorization
6.8
6.8
Akiolis
2.0
2.0
PB Leiner
4.8
4.8
Industrial Solutions
6.6
6.6
DYKA Group
6.6
6.6
T-Power*
-
-
Total
31.8
32.5
* The goodwill on T-Power (9.7 million EUR) was fully impaired as per year-end 2022. The carrying amount of goodwill per operating segment and per cash-generating unit per December 31, 2022, is shown in the table below:
(Million EUR)
2022
Agro
0.6
Bio-valorization
26.3
Group Akiolis
15.0
PB Leiner America
11.3
Industrial Solutions
5.2
John Davidson Pipes
2.2
BT Nyloplast BV
3.0
T-Power*
-
Total
32.1
* The goodwill on T-Power (0.6 million EUR) was fully impaired as per year-end 2022. The acquisition accounting adjustments on goodwill applied by Picanol Group in 2019 have been adopted by Tessenderlo Group as of 2023, while the goodwill per cash-generating unit as reported per December 31, 2022 was reversed (note 4 - Acquisitions and disposals). In 2022, an impairment loss on the assets of the cash-generating unit T-Power and consequently any related goodwill was impaired as well. The group cannot foresee whether an event that triggers impairment will occur, when it will occur or how it will affect the asset values reported. The group believes that all of its estimates are reasonable. They are consistent with the internal reporting and reflect management\u2019s best estimates. The impairment testing on goodwill relies on a number of critical judgments, estimates and assumptions. Goodwill is tested for impairment on the level of its cash-generating unit and is based on value-in-use calculations. The key judgments, estimates and assumptions used in the 2023 calculations were as follows: \u2022 The cash flow projection of the first year was based on the 2024 financial budget approved by the Board of Directors. The forecasted cash flows were based on the following expectations, taking into account internal and external sources. - Estimated revenue was derived from estimated sales volumes and estimated sales prices. Sales volumes were based on past performance and management\u2019s expectation of market development. New product lines or product developments were only included when it was technically feasible to produce with the current assets. Sales prices were based on current market trends, also taking into account inflation and pricing power in the market. - Gross profit margins were based on current sales margin levels, future product mix and estimated evolution of the main raw material prices. - Indirect costs, which do not vary significantly with sales volumes or prices, were based on the current cost structure, including long term inflation forecasts and excluding unrealized future restructuring or cost saving measures. - Capital expenditures only included the cash outflows required to keep the assets in their current condition and did not include future capital expenditures significantly improving or enhancing the assets in excess of their originally assessed standard performance. \u2022 In order to calculate the terminal value, the data of the fifth year were extrapolated by using simplified assumptions such as constant volumes, combined with constant costs. The growth rate was assumed to be 1%. \u2022 Projections were made in the functional currency of the cash-generating unit and were discounted at the after-tax Weighted Average Cost of Capital (WACC) at the level of the cash- generating unit. The latter ranged between 9.1% and 9.6%. Since after-tax cash flows were incorporated into the calculation of the \u201cvalue in use\u201d of the cash-generating units, a post-tax discount rate was used in order to remain consistent. An increase of the WACC by 1% and a simultaneous reduction of total projected future cash flow by 10% would have resulted in an impairment loss for the cash generating unit Akiolis (-19 million EUR). Although the group believes that its judgments, assumptions and estimates are appropriate, actual results may differ from these estimates under different assumptions or conditions. 17. Inventories
2023
2022
2022
(Million EUR)
Pro Forma
Raw materials
134.9
92.6
163.6
Work in progress
21.5
14.3
24.9
Finished goods
367.7
379.3
399.1
Goods purchased for resale
60.4
66.5
66.5
Spare parts
20.0
14.3
20.4
Total
604.5
566.9
674.4
The decrease in inventories compared to 2022 Pro Forma can be mainly explained by the decrease of the stock volumes as well as by the decrease of raw material and energy prices in 2023 compared to 2022. There are no inventories pledged as security. In 2023 inventories for 2,295.0 million EUR (2022: 1,860.2 million EUR or 2022 Pro Forma: 2,368.4 million EUR) were recognized as an expense during the year and included in the line-item cost of sales within the income statement. Inventories are stated at the lower of cost and net realizable value. The calculation of a potential write- off is based on experience and on the assessment of market circumstances. The write down, included in cost of sales, amounts to -28.4 million EUR in 2023 (2022: -10.3 million EUR) (note 3 - Segment reporting). The group expects to recover or settle the inventory, available as per December 31, 2023, within the next twelve months, except for the inventory of non-strategic spare parts. These spare parts will be used whenever deemed necessary. ", "dimensions": { "concept": "ifrs-full:DisclosureOfImpairmentOfAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-503": { "value": "
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
The increase of the non-current segment assets within the operating segment Bio-valorization can mainly be explained by the acquisition of, and the further investments in, the real estate and production assets of a former rendering company in Ribera d\u2019Ondara (Spain) by Akiolis Iberia S.L. (note 4 - Acquisitions and disposals, note 11 - Property, plant and equipment) as well as the acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co Ltd. (note 11 - Property, plant & equipment). The decrease of the non-current segment assets within the operating segment T-Power is mainly due to the amortization and depreciation of the fair value adjustments within T-Power nv, fully acquired in 2018. The remaining net book value of the customer list recognized amounts to 52.8 million EUR per December 31, 2023 and the yearly amortization charge amounts to -21.1 million EUR. The increase of the non-current segment assets, compared to the Pro Forma figures, within the operating segment Machines & Technologies is mainly related the new headquarter office in Ieper (Belgium), which is currently under construction ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherNoncurrentAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-515": { "value": "
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherNoncurrentLiabilitiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-527": { "value": "
Agro
Bio-valorization
Industrial Solutions
2023
2022
2022
2023
2022
2022
2023
2022
2022
Pro Forma
Pro Forma
Pro Forma
Revenue (internal and external)
796.4
976.8
976.8
730.0
806.8
806.8
712.0
736.5
736.5
Less: Revenue (internal)
2.5
2.3
2.3
3.6
6.9
6.9
3.1
4.0
4.0
Revenue
793.9
974.5
974.5
726.4
799.9
799.9
708.9
732.5
732.5
Adjusted EBIT
9.4
138.7
101.6
10.8
79.2
77.3
47.4
57.9
49.8
Adjusted EBITDA
82.3
173.4
173.4
49.8
114.2
114.2
83.8
85.1
85.1
Return on revenue (Adjusted EBITDA/revenue)
10.4%
17.8%
17.8%
6.9%
14.3%
14.3%
11.8%
11.6%
11.6%
Non-current segment assets excluding fair value adjustments
314.1
301.0
301.0
299.2
266.1
266.1
225.5
200.7
200.7
recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol Group
224.6
-
269.9
13.8
-
16.0
50.4
-
58.5
Current segment assets
374.7
450.3
450.3
307.4
294.7
294.7
199.9
232.5
232.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Investments accounted for using the equity method
14
22.8
24.7
24.7
0.8
1.5
1.5
-
-
-
Other investments and guarantees
14
-
-
-
-
-
-
-
-
-
Deferred tax assets
15
-
-
-
-
-
-
-
-
-
Long term investments
18/22
-
-
-
-
-
-
-
-
-
Cash and cash equivalents
18/22
-
-
-
-
-
-
-
-
-
Total assets
936.1
775.9
1,045.8
621.2
562.3
578.2
475.7
433.2
491.7
Segment liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Derivative financial instruments
26
-
-
-
-
-
-
-
-
-
Loans and borrowings
22
-
-
-
-
-
-
-
-
-
Bank overdrafts
18/22
-
-
-
-
-
-
-
-
-
Deferred tax liabilities
15
-
-
-
-
-
-
-
-
-
Total equity
-
-
-
-
-
-
-
-
-
Total Equity and Liabilities
93.2
144.1
144.1
155.2
168.0
168.0
91.6
96.5
96.5
Capital expenditures: property, plant and equipment and
intangible assets
11/13
44.9
44.2
44.2
63.8
35.8
35.8
41.6
31.7
31.7
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets excluding fair value
8
-36.2
-34.8
-34.8
-37.1
-34.9
-34.9
-28.3
-27.1
-27.1
adjustments recognized by Picanol Group
Depreciation, amortization and impairment losses on property,
plant and equipment and intangible assets of fair value
8
-36.7
-
-37.1
-1.9
-
-1.9
-8.1
-
-8.1
adjustments recognized by Picanol Group
Reversal/(additional) inventory write-offs
17
-7.7
-7.0
-7.0
-15.3
-0.5
-0.5
-1.4
-2.8
-2.8
Machines & Technologies
T-Power
Non-allocated
Tessenderlo Group
2022
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
Forma
Forma
Forma
Forma
Revenue (internal and external)
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,937.5
2,600.7
3,334.9
Less: Revenue (internal)
-
-
-
-
-
-
-
-
-
9.2
13.1
13.1
Revenue
622.4
-
734.2
76.7
80.6
80.6
-
-
-
2,928.3
2,587.5
3,321.7
Adjusted EBIT
30.3
-
18.3
22.2
24.2
24.2
-
-
-
120.1
300.1
271.3
Adjusted EBITDA
45.4
-
32.2
57.4
62.2
62.2
-
-
-
318.7
434.8
467.0
Return on revenue (Adjusted EBITDA/revenue)
7.3%
-
4.4%
74.8%
77.2%
77.2%
-
-
-
10.9%
16.8%
14.1%
Non-current segment assets excluding fair value
101.2
-
88.8
208.9
244.0
244.0
16.4
16.1
16.1
1,165.4
1,027.8
1,116.7
adjustments recognized by Picanol Group
Impact of fair value adjustments recognized by Picanol
-
-
-
-
-
-
20.6
-
20.6
309.4
-
365.0
Group
Current segment assets
173.1
-
221.5
3.4
4.7
4.7
45.4
29.0
29.0
1,103.7
1,011.1
1,232.6
Derivative financial instruments
26
-
-
-
-
-
-
3.2
0.6
0.6
3.2
0.6
0.6
Investments accounted for using the equity method
14
-
-
-
-
-
-
-
-
-
23.6
26.2
26.2
Other investments and guarantees
14
-
-
-
-
-
-
12.2
10.9
86.0
12.2
10.9
86.0
Deferred tax assets
15
-
-
-
-
-
-
50.2
18.2
19.5
50.2
18.2
19.5
Long term investments
18/22
-
-
-
-
-
-
70.0
50.0
50.0
70.0
50.0
50.0
Cash and cash equivalents
18/22
-
-
-
-
-
-
177.0
156.1
195.4
177.0
156.1
195.4
Total assets
274.3
-
310.3
212.3
248.7
248.7
395.0
280.8
417.2
2,914.7
2,300.9
3,091.9
Segment liabilities
98.0
-
187.4
10.3
8.9
8.9
144.9
146.5
146.5
593.2
564.0
751.5
Derivative financial instruments
26
-
-
-
-
-
-
9.4
11.7
11.7
9.4
11.7
11.7
Loans and borrowings
22
-
-
-
-
-
-
236.8
265.5
270.8
236.8
265.5
270.8
Bank overdrafts
18/22
-
-
-
-
-
-
0.1
0.1
0.1
0.1
0.1
0.1
Deferred tax liabilities
15
-
-
-
-
-
-
126.5
56.3
148.3
126.5
56.3
148.3
Total equity
-
-
-
-
-
-
1,948.7
1,403.2
1,909.6
1,948.7
1,403.2
1,909.6
Total Equity and Liabilities
98.0
-
187.4
10.3
8.9
8.9
2,466.4
1,883.4
2,487.0
2,914.7
2,300.9
3,091.9
Capital expenditures: property, plant and equipment and
intangible assets
11/13
25.9
-
20.7
-
-
-
2.3
1.7
1.7
178.5
113.4
134.0
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets
8
-15.2
-
-13.8
-35.2
-75.6
-75.6
-
-
-
-151.9
-172.4
-186.3
excluding fair value adjustments recognized by Picanol
Group
Depreciation, amortization and impairment losses on
property, plant and equipment and intangible assets of fair
value adjustments recognized by Picanol Group
8
-
-
-
-
-
-9.7
-
-
-
-46.7
-
-56.8
Reversal/(additional) inventory write-offs
17
-4.0
-
-4.3
-
-
-
-
-
-
-28.4
-10.3
-14.6
Following the acquisition of Picanol Group (note 4 - Acquisitions and disposals), the non-current segment assets are impacted by the remaining amount of acquisition accounting adjustments (309.4 million EUR as per December 31, 2023), which were recognized by Picanol Group on the date of initial consolidation of Tessenderlo Group (January 1, 2019). These fair value adjustments were recognized on property, plant and equipment, intangible assets and goodwill. The decrease compared to the 2022 Pro Forma figures (365.0 million EUR) is explained by the yearly amortization and depreciation charges. The decrease of the non-current segment assets within the operating segment T-Power is mainly due to the amortization and depreciation of the fair value adjustments within T-Power nv, fully acquired in 2018. The remaining net book value of the customer list recognized amounts to 52.8 million EUR per December 31, 2023 and the yearly amortization charge amounts to -21.1 million EUR. 8. Additional information on operating expenses by nature Depreciation and amortization on property, plant and equipment (PPE) and intangible assets are included in the following line items in the income statement:
Depreciation on PPE
assets
Amortization on intangible
Total
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
note
Forma
Forma
Forma
Cost of sales
-119.9
-102.3
-118.7
-63.1
-21.7
-63.4
-183.0
-124.0
-182.1
Administrative expenses
-8.9
-6.2
-8.8
-0.5
-0.3
-0.6
-9.5
-6.5
-9.4
Sales and marketing
-1.0
-0.2
-0.3
-4.5
-3.4
-3.4
-5.5
-3.6
-3.7
expenses
Other operating income
5
-0.7
-0.6
-0.7
-
-
-
-0.7
-0.6
-0.7
and expenses
Total
11/13
-130.5
-109.3
-128.5
-68.1
-25.4
-67.3
-198.7
-134.7
-195.8
Impairment losses, included within EBIT adjusting items (note 6 - EBIT adjusting items), have been recognized on property, plant and equipment, intangible assets and goodwill as follows: Total depreciation, amortization and impairment losses in 2023 amount to -198.7 million EUR compared to -172.4 million EUR in 2022 (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). Picanol Group is fully consolidated as from January 2023. The gross carrying amount of the fair value adjustments recognized in January 2023 after the completion of the Picanol Group acquisition amounted to +363.9 million EUR. Depreciation and amortization expenses on these adjustments amount to -46.7 million EUR in 2023 of which -5.6 million EUR on property, plant and equipment and -41.2 million EUR on intangible assets (note 4 - Acquisitions and disposals). Impairment losses in 2022 (-37.6 million EUR) related to the goodwill and property, plant and equipment of T-Power nv (operating segment T-Power). As per December 31, 2023, the value in use calculation of the cash generating unit did not result in a reversal of impairment losses previously recognized. The cash flows till June 2026 are secured through the tolling agreement with RWE, while the cashflows after June 2026 remain more uncertain due to adverse impacts of economic and competitive factors on forward-looking assumptions. 11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant . 13. Intangible assets
2023
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2023
95.3
18.2
205.1
27.8
346.3
- change in consolidation scope (note 4)
0.6
2.7
386.6
39.3
429.2
- capital expenditure
0.3
0.4
0.6
0.1
1.4
- net change in emission allowances
-
-
-
2.8
2.8
- sales and disposals
-0.0
-0.0
-
-0.0
-0.1
- transfers
0.1
0.5
-
-0.0
0.5
- translation differences
-2.7
0.0
-7.7
-5.8
-16.1
At December 31, 2023
93.6
21.7
584.6
64.2
764.1
Amortization and impairment losses
At January 1, 2023
-70.8
-16.9
-128.5
-23.3
-239.4
- change in consolidation scope (note 4)
-0.2
-2.2
-154.7
-21.5
-178.6
- amortization (note 8)
-4.0
-0.9
-60.3
-3.0
-68.1
- sales and disposals
0.0
0.0
-
-
0.1
- translation differences
1.9
0.1
4.1
2.8
8.8
At December 31, 2023
-73.0
-20.0
-339.3
-44.9
-477.2
Carrying amounts
At January 1, 2023
24.5
1.3
76.6
4.5
107.0
At December 31, 2023
20.5
1.7
245.4
19.2
286.9
* All intangible assets have a finite useful life.
2022
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2022
71.6
17.4
201.6
27.6
318.2
- change in consolidation scope (acquisitions)
20.7
-
2.5
-
23.1
- capital expenditure
-
0.6
-
-
0.6
- net change in emission allowances
-
-
-
-1.2
-1.2
- sales and disposals
-
-0.0
-
-
-0.0
- transfers
0.1
0.3
-
0.1
0.5
- translation differences
3.0
-0.1
1.0
1.3
5.2
At December 31, 2022
95.3
18.2
205.1
27.8
346.3
Amortization and impairment losses
At January 1, 2022
-65.0
-16.4
-106.1
-21.5
-209.0
- amortization (note 8)
-2.9
-0.6
-21.4
-0.5
-25.4
- sales and disposals
-
0.0
-
-
0.0
- translation differences
-2.8
0.1
-1.0
-1.3
-5.0
At December 31, 2022
-70.8
-16.9
-128.5
-23.3
-239.4
Carrying amounts
At January 1, 2022
6.6
1.0
95.6
6.1
109.2
At December 31, 2022
24.5
1.3
76.6
4.5
107.0
* All intangible assets have a finite useful life. The capital expenditure on intangible assets is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope (250.6 million EUR) mainly relates to the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The main fair value adjustments relate to customer lists (231.9 million EUR) and other intangible assets (trademarks for 15.0 million EUR) related to Crop Vitality and Novasource (operating segment Agro), PB Leiner (operating segment Bio-valorization) and DYKA Group (operating segment Industrial Solutions). The useful life of these intangible assets was initially estimated at 10 years (till 2028) (note 8 - Additional information on operating expenses by nature). The capital expenditure in 2023 mainly relates to the acquisition of the marketing and sales activities for ammonium thiosulfate (ATS) fertilizers produced by Esseco Srl (part of Esseco Group) in Trecate, Italy. The deal became operational in March 2023, and the fertilizers are marketed by the Tessenderlo Kerley International business unit (operating segment Agro). The yearly amortization charge on the customer lists can be mainly explained by: \u2022 The amortization expenses (-38.7 million EUR) on the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019, as explained above. \u2022 The amortization of the customer list of T-Power nv (-21.1 million EUR). This customer list was recognized in 2018, after the acquisition of T-Power nv, for an amount of 163.7 million EUR and represents the fair value of a tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026) for the full capacity of the plant. This customer list is amortized over the remaining duration of the tolling agreement and has been pledged as security for liabilities. No borrowing costs were capitalized during 2023 and 2022. The other intangible assets with finite useful lives mainly consist of emission allowances purchased for own use, know-how, product labels, trademarks and land-use rights. The product labels and the know- how are amortized on a straight-line basis over 10 to 20 years. The net change in emission allowances for +2.8 million EUR (2022: -1.2 million EUR) mainly relates to emission allowances acquired to cover operational emissions for products exposed to carbon leakage. As per December 31, 2023, the carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR (2022: 0.9 million EUR). See note 8 - Additional information on operating expenses by nature for the line items of the income statement in which amortization, impairment losses and reversal of impairment losses have been recorded.", "dimensions": { "concept": "ifrs-full:DisclosureOfDepreciationAndAmortisationExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-504": { "value": "4. Acquisitions and disposals 2023 acquisitions and disposals Acquisition of Picanol Group On July 8, 2022, Tessenderlo Group and Picanol Group announced their intention to combine the industrial activities of both companies into one large industrial group. Since 2013, Picanol Group had a reference interest in Tessenderlo Group, and since 2019, Tessenderlo Group was fully consolidated in the results of Picanol Group. On the announcement date, Picanol Group, through its wholly owned subsidiary Verbrugge nv, held 21,860,003 (50.65%) shares in Tessenderlo Group to which 62.89% of the voting rights were attached. Partly based on corporate opportunity considerations, it was considered by both companies advisable to be able to manage the group in the future as one integrated group with one stock exchange listing and one Board of Directors, which would also provide additional liquidity to the shareholders of Picanol Group. To this end, Tessenderlo Group shares would be offered to Picanol Group shareholders for their shares through an exchange offer. The capital increase by contribution in kind of shares in the company Picanol nv within the framework of the voluntary public exchange offer was approved by the extraordinary general shareholders meeting on October 18, 2022. Following this approval, Tessenderlo Group launched a voluntary public exchange offer for all shares issued by Picanol Group. More specifically, all Picanol Group shareholders were offered the opportunity to exchange their Picanol Group shares for new shares in Tessenderlo Group. The exchange ratio was 2.36 new shares in Tessenderlo Group per tendered share in Picanol Group. During the initial acceptance period, 17,554,604 Picanol Group shares were tendered to the exchange offer. The payment of the offer price, consisting of the new shares in Tessenderlo Group and the cash consideration for the fractions of the new shares, took place on January 2, 2023. On that date Tessenderlo Group issued 41,428,134 new shares and increased its issued capital and share premium by 207,579,351 EUR and 1,473,988,607 EUR respectively. The new shares were listed on Euronext Brussels on January 2, 2023. Consequently, Tessenderlo Group owned 97.90% of the shares in Picanol Group as of January 2, 2023. In January 2023, Tessenderlo Group mandatorily reopened its voluntary public exchange offer for all shares of Picanol Group. During this reopening, 255,735 additional Picanol Group shares were tendered to the exchange offer. Consequently, Tessenderlo Group held 99.32% of the shares of Picanol Group. The payment of the offer price, consisting of the new shares in Tessenderlo Group and the cash consideration for the fractions of the new shares, took place in February 2023. Tessenderlo Group issued 603,307 new shares and increased its issued capital and share premium by 3,022,923 EUR and 21,465,308 EUR respectively. The new shares were listed on Euronext Brussels on February 10, 2023. Since Tessenderlo Group, together with persons acting in concert with him, held more than 95% of the shares in Picanol Group and had acquired at least 90% of the shares that were the subject of the exchange offer, Tessenderlo Group was able to oblige the remaining shareholders of Picanol Group to exchange their shares at the offer price. Tessenderlo Group therefore decided to proceed with a final reopening of the exchange offer for acceptance to acquire the remaining 121,427 Picanol Group shares. The reopening had the effect of a simplified squeeze-out. In February 2023, Tessenderlo Group reopened its public exchange offer for all remaining shares of Picanol Group. The reopening as a simplified squeeze-out resulted in the delisting of Picanol Group by Euronext on March 3, 2023, after close of trading. During this reopening, 90,695 additional Picanol Group shares were tendered to the exchange offer, while 30,732 shares remained untendered. Since the bid was reopened as a simplified squeeze-out offer, the remaining shares of Picanol nv that were not tendered in the Exchange Offer prior to closing of the final acceptance period were transferred to the Bidder by force of law and the relevant shareholders will have to request payment of the offer price for their shares at the Deposit and Consignment Office. The payment of the offer price, consisting of the new shares in Tessenderlo Group and the cash consideration for the fractions of the new shares, took place in March 2023. Tessenderlo Group issued 286,342 new shares and increased its issued capital and share premium by 1,434,742 EUR and 10,187,880 EUR respectively. The new shares were listed on Euronext Brussels on March 17, 2023. Consequently, Tessenderlo Group held 100% of the shares of Picanol Group. As from January 2023 Picanol Group is fully consolidated in the results of Tessenderlo Group. The management of the group considered that the accounting policy, to be adopted by the group with respect to the contribution in the consolidated financial statements of the group prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union, is not in scope of IFRS 3 as: \u2022 if the group would be viewed as the accounting acquirer of Picanol Group, the transaction meets the definition of a business combination, but is excluded from the scope of IFRS 3 as it incorporates a business combination between entities under common control and; \u2022 if the group is not viewed as the accounting acquirer, the contribution is not a business combination as Picanol Group is already controlling Tessenderlo Group before the contribution and will not obtain control as a result of the contribution. The transaction is assessed to be a \u2018common control\u2019 transaction as the control before and after the transaction remains ultimately in the hands of the same majority shareholder (Oostiep Group bv). As a result, the group concluded that the contribution is outside the scope of IFRS 3, and concluded that there are no IFRS requirements that specifically apply to the contribution. Consequently the group considered the requirements of IAS 8.10-12 to develop the following accounting policies for the contribution: \u2022 Assets and liabilities are measured at their carrying amounts as reported in the financial statements of Picanol Group as before the transaction, including the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and the related goodwill as a result of the acquisition. This implies that assets and liabilities will reconcile with the published consolidated financial statements of Picanol Group for the year ended December 31, 2022. In the absence of IFRS principles, management considered US GAAP guidance ASC 805-50-30-5 in this respect which states: \u201cWhen accounting for a transfer of assets or exchange of shares between entities under common control, the entity that receives the net assets or the equity interests shall initially measure the recognized assets and liabilities transferred at their carrying amounts in the accounts of the transferring entity at the date of transfer. If the carrying amounts of the assets and liabilities transferred differ from the historical cost of the parent of the entities under common control, for example, because pushdown accounting had not been applied, then the financial statements of the receiving entity shall reflect the transferred assets and liabilities at the historical cost of the parent of the entities under common control\u201d. The acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 relate to: - Fair value adjustments on property, plant and equipment - Recognition of goodwill - Fair value adjustments on intangible assets - Fair value adjustments on an interest-bearing financial liability - Deferred tax liabilities as a result of the fair value adjustments described above The impact of the purchase price allocation adjustments on the consolidated income statement relate to: - Additional annual amortization and depreciation expenses of the fair value adjustments recorded on the non-current assets described above - Adjustment to the interest expense of an interest-bearing financial liability as described above - Deferred taxes as a result of the adjustments described above These adjustments in its nature will have a continuing impact on the consolidated income statement of Tessenderlo group, but the amounts will change over time. \u2022 The total amount of equity is measured as the one reported in note 31 - Subsequent events in the published consolidated financial statements of Tessenderlo Group for the year ended December 31, 2022 (1,919.2 million EUR), after including a -9.7 million EUR adjustment related to the goodwill which Picanol Group allocated to the operating segment T-Power. In 2022, Tessenderlo Group recognized an impairment loss for an amount of -37.6 million EUR on the assets of the cash-generating unit T-Power and consequently any related goodwill should have been impaired as well. \u2022 The own shares held by Picanol Group (Picanol Group is holding 21,860,003 shares of Tessenderlo Group through its subsidiary Verbrugge nv) are valued on the basis of the value of a Tessenderlo Group share as determined before the determination of the exchange ratio (40.59 EUR). As a further simplification of the group after the transaction, Verbrugge nv merged into Picanol nv as of July 31, 2023. The group intends to cancel the own shares, now held through its direct subsidiary Picanol nv, in 2024. The table below summarizes the impact of the acquisition of Picanol Group on the financial position of the group as of January 2023:
Fair value adjustments
recognized by Picanol Group on
Picanol Group
Total
(Million EUR)
Tessenderlo Group
Total non-current assets
365.0
166.9
531.9
Property, plant and equipment (note 11)
114.9
88.0
202.9
Goodwill
0.4
-
0.4
Intangible assets (note 13)
249.8
0.8
250.6
Other investments
-
75.2
75.2
Deferred tax assets
-
1.3
1.3
Trade and other receivables
-
1.6
1.6
Total current assets
0.0
258.9
258.9
Inventories
-
107.5
107.5
Trade and other receivables
-
105.8
105.8
Current tax assets
-
6.4
6.4
Cash and cash equivalents
-
39.3
39.3
Assets classified as held for sale
0.0
0.2
0.2
Total assets
365.0
426.0
791.0
recognized by Picanol Group on
Fair value adjustments
Picanol Group
Total
(Million EUR)
Tessenderlo Group
Total non-current liabilities
89.0
8.8
97.8
Loans and borrowings
1.1
1.6
2.8
Employee benefits
-
3.0
3.0
Deferred tax liabilities
87.8
4.1
92.0
Total current liabilities
0.0
187.0
187.0
Loans and borrowings
-
2.5
2.5
Trade and other payables
-
178.6
178.6
Current tax liabilities
-
1.8
1.8
Employee benefits
-
0.6
0.6
Provisions
-
3.4
3.4
Total liabilities
89.0
195.7
284.7
Net assets acquired
276.0
230.3
506.3
Own shares Tessenderlo Group nv acquired
887.3
Total net assets acquired
1,393.6
Increase in capital and share premium as a result of new shares issued by Tessenderlo Group nv
-1,717.7
Reserves related to Picanol Group acquisition
-324.2
Acquisition: Former Spanish rendering company In January 2023, the group announced that the business unit Akiolis (operating segment Bio- valorization) acquired the real estate and production assets of a former Spanish rendering company (Ribera d\u2019Ondara, Lleida, Spain). The plant specializes in the rendering of pork and poultry, and it is located in one of the densest regions for pork and poultry farms in Spain. This acquisition will expand the activities of Akiolis on the Iberian Peninsula and strengthen its position in the European rendering market. The group acquired the real estate and production assets, while the industrial process knowledge of the business unit Akiolis was put in place to resume operations under the name Akiolis Iberia. Due to lack of a substantive process, the group concluded that this transaction does not meet the definition of a business combination in accordance with IFRS 3 Business combinations. The group recognized the individual identifiable assets acquired, mainly consisting of land and buildings. Disposal: 40% minority share of PB Brasil Industria e Comercio de Gelatinas Ltda In November 2022, the group announced that the business unit PB Leiner (operating segment Bio- valorization) reached an agreement in Brazil with D&D Participa\u00e7\u00f5es Societ\u00e1rias, which is one of the country\u2019s leading tannery groups. Under the terms of this agreement, D&D Participa\u00e7\u00f5es Societ\u00e1rias acquired a 40% minority stake in the shares of PB Brasil Industria e Comercio de Gelatinas Ltda. The combined strength of the two companies will enable a long-term sustainable offering of a premium product range of beef hide gelatin based on PB Leiner\u2019s technology. D&D Participa\u00e7\u00f5es Societ\u00e1rias\u2019 beef hide processing chain, along with PB Leiner\u2019s global commercial network and extensive gelatin manufacturing know-how, will ensure gelatin of excellent quality. The transaction was closed in January 2023. The proceeds from the sale of 40% of the shares of PB Brasil Industria e Comercio de Gelatinas Ltda amount to approximately 26 million USD, of which approximately 16 million USD will be paid over the period 2024-2026 (which is included within current and non-current trade and other receivables as per December 31, 2023). An amount of 10.6 million USD (9.8 million EUR) was received in cash upon completion of the transaction. In addition, the group is entitled to a contingent consideration (up to 6 million USD) depending on the future performance of the subsidiary, which is valued net of withholding taxes at 5.1 million USD. As the group retained control in the Brazilian subsidiary, the gain realized on the sale of this minority interest for an amount of 15.2 million EUR was recognized in equity, while an amount of 9.5 million EUR was recognized as non-controlling interest. Liquidation of PB Shengda (Zhejiang) Biotechnology Co., Ltd. PB Shengda (Zhejiang) Biotechnology Co., Ltd, a 50% joint-venture between Tessenderlo Group and Zhejiang Shengda Ocean Co., Ltd, a Chinese state-owned company was established in June 2020 for the construction of a marine collagen peptides plant. Both partners agreed in 2021 to terminate the joint-venture agreement and the company was dissolved in 2023. The liquidation of this company had no significant impact on the financial statements of the group. Liquidation of John Davidson Holdings Ltd. and DYKA UK Ltd. In December 2023, the dormant companies John Davidson Holdings Ltd. and DYKA UK Ltd. have been (substantially) dissolved. Both 100% subsidiaries were dormant companies without any remaining activity. As a result of the liquidation, the related translation reserves were recycled in EBIT adjusting items for an amount of +1.1 million EUR (note 6 - EBIT adjusting items). 2022 acquisitions The group recognized fair value adjustments related to the acquisition (in August 2022) of the product line Lannate\u00ae by the NovaSource\u00ae business unit (operating segment Agro) and the acquisition (in September 2022) of a production plant and associated business in Gaillon (France) by the DYKA Group business unit (operating segment Industrial Solutions). The group did not obtain new information, within one year after the acquisition, about facts and circumstances that existed at the date of acquisition, which would have resulted in a revision of the acquisition accounting. 11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively . The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant . 13. Intangible assets
2023
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2023
95.3
18.2
205.1
27.8
346.3
- change in consolidation scope (note 4)
0.6
2.7
386.6
39.3
429.2
- capital expenditure
0.3
0.4
0.6
0.1
1.4
- net change in emission allowances
-
-
-
2.8
2.8
- sales and disposals
-0.0
-0.0
-
-0.0
-0.1
- transfers
0.1
0.5
-
-0.0
0.5
- translation differences
-2.7
0.0
-7.7
-5.8
-16.1
At December 31, 2023
93.6
21.7
584.6
64.2
764.1
Amortization and impairment losses
At January 1, 2023
-70.8
-16.9
-128.5
-23.3
-239.4
- change in consolidation scope (note 4)
-0.2
-2.2
-154.7
-21.5
-178.6
- amortization (note 8)
-4.0
-0.9
-60.3
-3.0
-68.1
- sales and disposals
0.0
0.0
-
-
0.1
- translation differences
1.9
0.1
4.1
2.8
8.8
At December 31, 2023
-73.0
-20.0
-339.3
-44.9
-477.2
Carrying amounts
At January 1, 2023
24.5
1.3
76.6
4.5
107.0
At December 31, 2023
20.5
1.7
245.4
19.2
286.9
* All intangible assets have a finite useful life.
2022
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2022
71.6
17.4
201.6
27.6
318.2
- change in consolidation scope (acquisitions)
20.7
-
2.5
-
23.1
- capital expenditure
-
0.6
-
-
0.6
- net change in emission allowances
-
-
-
-1.2
-1.2
- sales and disposals
-
-0.0
-
-
-0.0
- transfers
0.1
0.3
-
0.1
0.5
- translation differences
3.0
-0.1
1.0
1.3
5.2
At December 31, 2022
95.3
18.2
205.1
27.8
346.3
Amortization and impairment losses
At January 1, 2022
-65.0
-16.4
-106.1
-21.5
-209.0
- amortization (note 8)
-2.9
-0.6
-21.4
-0.5
-25.4
- sales and disposals
-
0.0
-
-
0.0
- translation differences
-2.8
0.1
-1.0
-1.3
-5.0
At December 31, 2022
-70.8
-16.9
-128.5
-23.3
-239.4
Carrying amounts
At January 1, 2022
6.6
1.0
95.6
6.1
109.2
At December 31, 2022
24.5
1.3
76.6
4.5
107.0
* All intangible assets have a finite useful life. The capital expenditure on intangible assets is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope (250.6 million EUR) mainly relates to the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The main fair value adjustments relate to customer lists (231.9 million EUR) and other intangible assets (trademarks for 15.0 million EUR) related to Crop Vitality and Novasource (operating segment Agro), PB Leiner (operating segment Bio-valorization) and DYKA Group (operating segment Industrial Solutions). The useful life of these intangible assets was initially estimated at 10 years (till 2028) (note 8 - Additional information on operating expenses by nature). The capital expenditure in 2023 mainly relates to the acquisition of the marketing and sales activities for ammonium thiosulfate (ATS) fertilizers produced by Esseco Srl (part of Esseco Group) in Trecate, Italy. The deal became operational in March 2023, and the fertilizers are marketed by the Tessenderlo Kerley International business unit (operating segment Agro). The yearly amortization charge on the customer lists can be mainly explained by: \u2022 The amortization expenses (-38.7 million EUR) on the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019, as explained above. \u2022 The amortization of the customer list of T-Power nv (-21.1 million EUR). This customer list was recognized in 2018, after the acquisition of T-Power nv, for an amount of 163.7 million EUR and represents the fair value of a tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026) for the full capacity of the plant. This customer list is amortized over the remaining duration of the tolling agreement and has been pledged as security for liabilities. No borrowing costs were capitalized during 2023 and 2022. The other intangible assets with finite useful lives mainly consist of emission allowances purchased for own use, know-how, product labels, trademarks and land-use rights. The product labels and the know- how are amortized on a straight-line basis over 10 to 20 years. The net change in emission allowances for +2.8 million EUR (2022: -1.2 million EUR) mainly relates to emission allowances acquired to cover operational emissions for products exposed to carbon leakage. As per December 31, 2023, the carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR (2022: 0.9 million EUR). See note 8 - Additional information on operating expenses by nature for the line items of the income statement in which amortization, impairment losses and reversal of impairment losses have been recorded.", "dimensions": { "concept": "ifrs-full:DisclosureOfBusinessCombinationsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-528": { "value": "Liquidation of PB Shengda (Zhejiang) Biotechnology Co., Ltd. PB Shengda (Zhejiang) Biotechnology Co., Ltd, a 50% joint-venture between Tessenderlo Group and Zhejiang Shengda Ocean Co., Ltd, a Chinese state-owned company was established in June 2020 for the construction of a marine collagen peptides plant. Both partners agreed in 2021 to terminate the joint-venture agreement and the company was dissolved in 2023. The liquidation of this company had no significant impact on the financial statements of the group. Liquidation of John Davidson Holdings Ltd. and DYKA UK Ltd. In December 2023, the dormant companies John Davidson Holdings Ltd. and DYKA UK Ltd. have been (substantially) dissolved. Both 100% subsidiaries were dormant companies without any remaining activity. As a result of the liquidation, the related translation reserves were recycled in EBIT adjusting items for an amount of +1.1 million EUR (note 6 - EBIT adjusting items). ", "dimensions": { "concept": "ifrs-full:DisclosureOfDiscontinuedOperationsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-493": { "value": "5. Other operating income and expenses Other operating income and expenses are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Additions to provisions
-0.8
-1.0
-1.0
Research and development cost
-29.5
-13.1
-28.5
Taxes other than income taxes
-3.2
-4.4
-4.4
Expenses related to defined benefit plans
23
-1.0
-1.4
-1.4
Gains on disposal of property, plant and equipment and intangible assets
0.0
0.7
0.7
Reversal/(recognition) of impairment losses on trade receivables
26
0.0
-0.7
-0.7
Other
2.5
1.2
1.2
Total
-32.0
-18.8
-34.1
Costs arising from the research phase of an internal project are expensed as incurred. The major part of research and development costs relates to salaries paid for an amount of -20.3 million EUR (2022: -8.4 million EUR or 2022 Pro Forma: -19.7 million EUR) and depreciation charges for an amount of -0.7 million EUR (2022: -0.6 million EUR or 2022 Pro Forma: -0.7 million EUR). In 2023 and 2022, no significant development costs were capitalized. The other operating income and expenses are mainly explained by the cost of consumed emission allowances, rental income and various individually insignificant items within several subsidiaries of the group. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingIncomeExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-470": { "value": "5. Other operating income and expenses Other operating income and expenses are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Additions to provisions
-0.8
-1.0
-1.0
Research and development cost
-29.5
-13.1
-28.5
Taxes other than income taxes
-3.2
-4.4
-4.4
Expenses related to defined benefit plans
23
-1.0
-1.4
-1.4
Gains on disposal of property, plant and equipment and intangible assets
0.0
0.7
0.7
Reversal/(recognition) of impairment losses on trade receivables
26
0.0
-0.7
-0.7
Other
2.5
1.2
1.2
Total
-32.0
-18.8
-34.1
Costs arising from the research phase of an internal project are expensed as incurred. The major part of research and development costs relates to salaries paid for an amount of -20.3 million EUR (2022: -8.4 million EUR or 2022 Pro Forma: -19.7 million EUR) and depreciation charges for an amount of -0.7 million EUR (2022: -0.6 million EUR or 2022 Pro Forma: -0.7 million EUR). In 2023 and 2022, no significant development costs were capitalized. The other operating income and expenses are mainly explained by the cost of consumed emission allowances, rental income and various individually insignificant items within several subsidiaries of the group. ", "dimensions": { "concept": "ifrs-full:DisclosureOfResearchAndDevelopmentExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-443": { "value": "5. Other operating income and expenses Other operating income and expenses are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Additions to provisions
-0.8
-1.0
-1.0
Research and development cost
-29.5
-13.1
-28.5
Taxes other than income taxes
-3.2
-4.4
-4.4
Expenses related to defined benefit plans
23
-1.0
-1.4
-1.4
Gains on disposal of property, plant and equipment and intangible assets
0.0
0.7
0.7
Reversal/(recognition) of impairment losses on trade receivables
26
0.0
-0.7
-0.7
Other
2.5
1.2
1.2
Total
-32.0
-18.8
-34.1
Costs arising from the research phase of an internal project are expensed as incurred. The major part of research and development costs relates to salaries paid for an amount of -20.3 million EUR (2022: -8.4 million EUR or 2022 Pro Forma: -19.7 million EUR) and depreciation charges for an amount of -0.7 million EUR (2022: -0.6 million EUR or 2022 Pro Forma: -0.7 million EUR). In 2023 and 2022, no significant development costs were capitalized. The other operating income and expenses are mainly explained by the cost of consumed emission allowances, rental income and various individually insignificant items within several subsidiaries of the group. 6. EBIT adjusting items The EBIT adjusting items for 2023 show a net gain of 0.5 million EUR (2022: -12.0 million EUR).
(Million EUR)
note
2023
2022
Gains and losses on disposals
1.2
0.3
Restructuring
-
-0.3
Impairment losses
8/11
-
-37.6
Provisions and claims
-0.5
13.5
Settlement loss UK pension plan
23
-
-7.3
Electricity purchase and sale agreement
-0.5
21.1
Other income and expenses
0.4
-1.6
Total
0.5
-12.0
Impairment losses in 2022 related to property, plant and equipment of T-Power nv (operating segment T-Power), which were impaired for -37.6 million EUR at year-end 2022. Provisions and claims (-0.5 million EUR) mainly relate to the impact of a change in the expected timing of the future cash outflows to cover the estimated cost, over the period 2024-2054, for the remediation of historical soil and ground contamination of the factory sites in Belgium (Ham, Tessenderlo and Vilvoorde) and France (Loos), while the inflation and discount rate applied to these environmental provisions remained stable in 2023 compared to 2022. The 2023 impact amounts to -2.0 million EUR (2022: +16.7 million EUR) (note 24 - Provisions). The remaining items included in provisions and claims relate to several individually insignificant reversals of provisions. In 2022, a settlement loss was recognized on the UK pension plan for an amount of -7.3 million EUR. In December 2022, the trustees of the UK pension fund agreed to secure all benefit payments through a third party insurance contract, which will result in the settlement of all defined benefit obligations of the pension scheme. The premium paid to purchase the bulk annuity was higher than the value of the corresponding liabilities covered by the policy (note 23 - Employee benefits). The impact of an electricity purchase agreement, for which the own-use exemption under IAS 39 is not applicable anymore, was offset by an electricity sale agreement, starting in November 2023. As the terms and conditions of this electricity sale agreement are similar to the electricity purchase agreement, the group will no longer be exposed to the volatility of gas and electricity prices. The total contribution of the two agreements amounted to -4.4 million EUR in 2023 (2022: +13.3 million EUR). The revaluation at fair value of both agreements resulted in a positive impact of +3.8 million EUR (2022: +7.8 million EUR) (note 26 - Financial instruments). Other income and expenses (0.4 million EUR) relate to several other individually insignificant items. 7. Payroll and related benefits The payroll and related benefits costs, excluding restructuring costs, are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Wages and salaries
-376.4
-277.1
-374.0
Employer\u2019s social security contributions
-87.3
-59.9
-80.7
Other personnel costs
-29.5
-19.8
-29.0
Contributions to defined contribution plans
-8.6
-10.2
-10.3
Expenses related to defined benefit plans
23
-5.9
-13.5
-14.5
Total
-507.9
-380.4
-508.4
The number of FTEs at year-end 2023 amounts to 7,242 (2022: 4,956). The increase of the number of FTEs is mainly linked to the acquisition of Picanol Group (operating segment Machines & Technologies) of which the number of FTE\u2019s amounts to 2,166 as per December 31, 2023 (note 4 - Acquisitions and disposals). 8. Additional information on operating expenses by nature Depreciation and amortization on property, plant and equipment (PPE) and intangible assets are included in the following line items in the income statement:
Depreciation on PPE
assets
Amortization on intangible
Total
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
note
Forma
Forma
Forma
Cost of sales
-119.9
-102.3
-118.7
-63.1
-21.7
-63.4
-183.0
-124.0
-182.1
Administrative expenses
-8.9
-6.2
-8.8
-0.5
-0.3
-0.6
-9.5
-6.5
-9.4
Sales and marketing
-1.0
-0.2
-0.3
-4.5
-3.4
-3.4
-5.5
-3.6
-3.7
expenses
Other operating income
5
-0.7
-0.6
-0.7
-
-
-
-0.7
-0.6
-0.7
and expenses
Total
11/13
-130.5
-109.3
-128.5
-68.1
-25.4
-67.3
-198.7
-134.7
-195.8
Impairment losses, included within EBIT adjusting items (note 6 - EBIT adjusting items), have been recognized on property, plant and equipment, intangible assets and goodwill as follows: Total depreciation, amortization and impairment losses in 2023 amount to -198.7 million EUR compared to -172.4 million EUR in 2022 (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). Picanol Group is fully consolidated as from January 2023. The gross carrying amount of the fair value adjustments recognized in January 2023 after the completion of the Picanol Group acquisition amounted to +363.9 million EUR. Depreciation and amortization expenses on these adjustments amount to -46.7 million EUR in 2023 of which -5.6 million EUR on property, plant and equipment and -41.2 million EUR on intangible assets (note 4 - Acquisitions and disposals). Impairment losses in 2022 (-37.6 million EUR) related to the goodwill and property, plant and equipment of T-Power nv (operating segment T-Power). As per December 31, 2023, the value in use calculation of the cash generating unit did not result in a reversal of impairment losses previously recognized. The cash flows till June 2026 are secured through the tolling agreement with RWE, while the cashflows after June 2026 remain more uncertain due to adverse impacts of economic and competitive factors on forward-looking assumptions. 11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively . The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant . 13. Intangible assets
2023
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2023
95.3
18.2
205.1
27.8
346.3
- change in consolidation scope (note 4)
0.6
2.7
386.6
39.3
429.2
- capital expenditure
0.3
0.4
0.6
0.1
1.4
- net change in emission allowances
-
-
-
2.8
2.8
- sales and disposals
-0.0
-0.0
-
-0.0
-0.1
- transfers
0.1
0.5
-
-0.0
0.5
- translation differences
-2.7
0.0
-7.7
-5.8
-16.1
At December 31, 2023
93.6
21.7
584.6
64.2
764.1
Amortization and impairment losses
At January 1, 2023
-70.8
-16.9
-128.5
-23.3
-239.4
- change in consolidation scope (note 4)
-0.2
-2.2
-154.7
-21.5
-178.6
- amortization (note 8)
-4.0
-0.9
-60.3
-3.0
-68.1
- sales and disposals
0.0
0.0
-
-
0.1
- translation differences
1.9
0.1
4.1
2.8
8.8
At December 31, 2023
-73.0
-20.0
-339.3
-44.9
-477.2
Carrying amounts
At January 1, 2023
24.5
1.3
76.6
4.5
107.0
At December 31, 2023
20.5
1.7
245.4
19.2
286.9
* All intangible assets have a finite useful life.
2022
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2022
71.6
17.4
201.6
27.6
318.2
- change in consolidation scope (acquisitions)
20.7
-
2.5
-
23.1
- capital expenditure
-
0.6
-
-
0.6
- net change in emission allowances
-
-
-
-1.2
-1.2
- sales and disposals
-
-0.0
-
-
-0.0
- transfers
0.1
0.3
-
0.1
0.5
- translation differences
3.0
-0.1
1.0
1.3
5.2
At December 31, 2022
95.3
18.2
205.1
27.8
346.3
Amortization and impairment losses
At January 1, 2022
-65.0
-16.4
-106.1
-21.5
-209.0
- amortization (note 8)
-2.9
-0.6
-21.4
-0.5
-25.4
- sales and disposals
-
0.0
-
-
0.0
- translation differences
-2.8
0.1
-1.0
-1.3
-5.0
At December 31, 2022
-70.8
-16.9
-128.5
-23.3
-239.4
Carrying amounts
At January 1, 2022
6.6
1.0
95.6
6.1
109.2
At December 31, 2022
24.5
1.3
76.6
4.5
107.0
* All intangible assets have a finite useful life. The capital expenditure on intangible assets is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope (250.6 million EUR) mainly relates to the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The main fair value adjustments relate to customer lists (231.9 million EUR) and other intangible assets (trademarks for 15.0 million EUR) related to Crop Vitality and Novasource (operating segment Agro), PB Leiner (operating segment Bio-valorization) and DYKA Group (operating segment Industrial Solutions). The useful life of these intangible assets was initially estimated at 10 years (till 2028) (note 8 - Additional information on operating expenses by nature). The capital expenditure in 2023 mainly relates to the acquisition of the marketing and sales activities for ammonium thiosulfate (ATS) fertilizers produced by Esseco Srl (part of Esseco Group) in Trecate, Italy. The deal became operational in March 2023, and the fertilizers are marketed by the Tessenderlo Kerley International business unit (operating segment Agro). The yearly amortization charge on the customer lists can be mainly explained by: \u2022 The amortization expenses (-38.7 million EUR) on the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019, as explained above. \u2022 The amortization of the customer list of T-Power nv (-21.1 million EUR). This customer list was recognized in 2018, after the acquisition of T-Power nv, for an amount of 163.7 million EUR and represents the fair value of a tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026) for the full capacity of the plant. This customer list is amortized over the remaining duration of the tolling agreement and has been pledged as security for liabilities. No borrowing costs were capitalized during 2023 and 2022. The other intangible assets with finite useful lives mainly consist of emission allowances purchased for own use, know-how, product labels, trademarks and land-use rights. The product labels and the know- how are amortized on a straight-line basis over 10 to 20 years. The net change in emission allowances for +2.8 million EUR (2022: -1.2 million EUR) mainly relates to emission allowances acquired to cover operational emissions for products exposed to carbon leakage. As per December 31, 2023, the carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR (2022: 0.9 million EUR). See note 8 - Additional information on operating expenses by nature for the line items of the income statement in which amortization, impairment losses and reversal of impairment losses have been recorded.", "dimensions": { "concept": "ifrs-full:DisclosureOfExpensesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-516": { "value": "5. Other operating income and expenses Other operating income and expenses are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Additions to provisions
-0.8
-1.0
-1.0
Research and development cost
-29.5
-13.1
-28.5
Taxes other than income taxes
-3.2
-4.4
-4.4
Expenses related to defined benefit plans
23
-1.0
-1.4
-1.4
Gains on disposal of property, plant and equipment and intangible assets
0.0
0.7
0.7
Reversal/(recognition) of impairment losses on trade receivables
26
0.0
-0.7
-0.7
Other
2.5
1.2
1.2
Total
-32.0
-18.8
-34.1
Costs arising from the research phase of an internal project are expensed as incurred. The major part of research and development costs relates to salaries paid for an amount of -20.3 million EUR (2022: -8.4 million EUR or 2022 Pro Forma: -19.7 million EUR) and depreciation charges for an amount of -0.7 million EUR (2022: -0.6 million EUR or 2022 Pro Forma: -0.7 million EUR). In 2023 and 2022, no significant development costs were capitalized. The other operating income and expenses are mainly explained by the cost of consumed emission allowances, rental income and various individually insignificant items within several subsidiaries of the group. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingIncomeExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-505": { "value": "5. Other operating income and expenses Other operating income and expenses are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Additions to provisions
-0.8
-1.0
-1.0
Research and development cost
-29.5
-13.1
-28.5
Taxes other than income taxes
-3.2
-4.4
-4.4
Expenses related to defined benefit plans
23
-1.0
-1.4
-1.4
Gains on disposal of property, plant and equipment and intangible assets
0.0
0.7
0.7
Reversal/(recognition) of impairment losses on trade receivables
26
0.0
-0.7
-0.7
Other
2.5
1.2
1.2
Total
-32.0
-18.8
-34.1
Costs arising from the research phase of an internal project are expensed as incurred. The major part of research and development costs relates to salaries paid for an amount of -20.3 million EUR (2022: -8.4 million EUR or 2022 Pro Forma: -19.7 million EUR) and depreciation charges for an amount of -0.7 million EUR (2022: -0.6 million EUR or 2022 Pro Forma: -0.7 million EUR). In 2023 and 2022, no significant development costs were capitalized. The other operating income and expenses are mainly explained by the cost of consumed emission allowances, rental income and various individually insignificant items within several subsidiaries of the group. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-411": { "value": "6. EBIT adjusting items The EBIT adjusting items for 2023 show a net gain of 0.5 million EUR (2022: -12.0 million EUR).
(Million EUR)
note
2023
2022
Gains and losses on disposals
1.2
0.3
Restructuring
-
-0.3
Impairment losses
8/11
-
-37.6
Provisions and claims
-0.5
13.5
Settlement loss UK pension plan
23
-
-7.3
Electricity purchase and sale agreement
-0.5
21.1
Other income and expenses
0.4
-1.6
Total
0.5
-12.0
Impairment losses in 2022 related to property, plant and equipment of T-Power nv (operating segment T-Power), which were impaired for -37.6 million EUR at year-end 2022. Provisions and claims (-0.5 million EUR) mainly relate to the impact of a change in the expected timing of the future cash outflows to cover the estimated cost, over the period 2024-2054, for the remediation of historical soil and ground contamination of the factory sites in Belgium (Ham, Tessenderlo and Vilvoorde) and France (Loos), while the inflation and discount rate applied to these environmental provisions remained stable in 2023 compared to 2022. The 2023 impact amounts to -2.0 million EUR (2022: +16.7 million EUR) (note 24 - Provisions). The remaining items included in provisions and claims relate to several individually insignificant reversals of provisions. In 2022, a settlement loss was recognized on the UK pension plan for an amount of -7.3 million EUR. In December 2022, the trustees of the UK pension fund agreed to secure all benefit payments through a third party insurance contract, which will result in the settlement of all defined benefit obligations of the pension scheme. The premium paid to purchase the bulk annuity was higher than the value of the corresponding liabilities covered by the policy (note 23 - Employee benefits). The impact of an electricity purchase agreement, for which the own-use exemption under IAS 39 is not applicable anymore, was offset by an electricity sale agreement, starting in November 2023. As the terms and conditions of this electricity sale agreement are similar to the electricity purchase agreement, the group will no longer be exposed to the volatility of gas and electricity prices. The total contribution of the two agreements amounted to -4.4 million EUR in 2023 (2022: +13.3 million EUR). The revaluation at fair value of both agreements resulted in a positive impact of +3.8 million EUR (2022: +7.8 million EUR) (note 26 - Financial instruments). Other income and expenses (0.4 million EUR) relate to several other individually insignificant items. 24. Provisions
2023
2022
(Million EUR)
note
Current
Non-current
Total
Current
Non-current
Total
Environment
28
7.1
90.7
97.8
4.8
91.8
96.7
Dismantlement
-
23.4
23.4
1.2
22.8
24.0
Restructuring
0.1
-
0.1
0.5
-
0.5
Other
6.7
4.9
11.6
3.4
6.6
10.0
Total
13.9
119.0
132.9
9.8
121.3
131.1
Environment
Dismantlement
Restructuring
Other
Total
Balance at January 1, 2023
96.7
24.0
0.5
10.0
131.1
Change in consolidation scope
-
-
-
3.4
3.4
(note 4)
Additions
-
0.9
-
5.2
6.1
Use of provisions
-3.6
-1.4
-0.1
-5.0
-10.1
Reversal of provisions
-
-
-0.2
-2.0
-2.2
Effect of discounting
4.8
-
-
-
4.8
Translation differences
-0.0
-0.1
-
-0.0
-0.1
Balance at December 31, 2023
97.8
23.4
0.1
11.6
132.9
The environmental provisions amount to 97.8 million EUR and mainly relate to environmental provisions to cover the cost for the remediation of historical soil and ground contamination of the factory sites in Belgium (Ham, Tessenderlo and Vilvoorde) and France (Loos). The outstanding environmental provisions reflect the discounted value of the expected future cash out, spread over the period 2024-2054. The discount rate, derived from the yield curve of Belgian and French government bonds, varied between 2.2% and 3.5% in 2023 (between 2.6% and 3.4% at year-end 2022). Following adjustments in estimated timing of cash outflows, inflation and the discount rate applied, the environmental provisions increased by 2.0 million EUR (compared to a decrease by 16.7 million EUR in 2022). This impact was recognized in EBIT adjusting items (note 6 - EBIT adjusting items). An increase of the discount rate by 1% would lower the environmental provisions by approximately -9 million EUR. The use of environmental provisions amounts to -3.6 million EUR in 2023 (2022: -1.5 million EUR), while the effect of unwinding the discount amounts to -2.8 million EUR in 2023 (2022: -1.1 million EUR), which is included in finance costs (note 9 - Finance costs and income). The amounts recognized reflect management\u2019s best estimate of the expected expenditures required to settle the present obligation at balance sheet date and are based on the current knowledge on the potential exposure. These provisions are reviewed periodically and will be adjusted, if necessary, when additional information would become available. These provisions could change in the future due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. In France, some facilities are subject to regulations pertaining to environmentally regulated facilities (Classified Facilities for the Protection of the Environment \u201cICPE\u201d). This legislation requires to dismantle the classified facilities. The dismantlement provision is included in the cost basis of the related property, plant and equipment, which cost is depreciated accordingly. The total provision recognized on those French facilities amounts to 19.7 million EUR as per December 31, 2023 (2022: 19.2 million EUR). The amounts recognized are based on an internal assessment and on the gross book value of the related assets. They reflect management\u2019s best estimate of the expected expenditures. The expected timing of the cash outflow is not yet known. However, no significant cash outflow is expected to take place within the foreseeable future. The other provisions include provisions for claims, warranty provisions and several, individually less significant amounts. These provisions are reviewed regularly and, if necessary, adjusted based upon new available information or changes in circumstances. They reflect management\u2019s best estimate of the expected expenditures of the expected cash outflows required to settle the present obligation at balance sheet date. It is the group\u2019s policy to recognize environmental provisions in the balance sheet, when the group has a present obligation (legal or constructive) as a result of a past event, when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation. These provisions are reviewed periodically and adjusted, if necessary, as assessments and work proceeds and additional information becomes available. Environmental liabilities can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. As stated in note 24 - Provisions, the environmental provisions in accordance with the above policies aggregated to 97.8 million EUR at December 31, 2023 (December 31, 2022: 96.7 million EUR). While it is not feasible to predict the outcome of all pending environmental exposures, it cannot be excluded that there will be a need for future provisions for environmental costs. In management\u2019s opinion, based on information currently available, such provisions would not have a material effect on the group\u2019s financial position, taking into account the current financial structure of the group. However, it cannot be excluded that such provisions could have a material impact on the income statement of a specific accounting period. ", "dimensions": { "concept": "ifrs-full:DisclosureOfProvisionsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-471": { "value": "7. Payroll and related benefits The payroll and related benefits costs, excluding restructuring costs, are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Wages and salaries
-376.4
-277.1
-374.0
Employer\u2019s social security contributions
-87.3
-59.9
-80.7
Other personnel costs
-29.5
-19.8
-29.0
Contributions to defined contribution plans
-8.6
-10.2
-10.3
Expenses related to defined benefit plans
23
-5.9
-13.5
-14.5
Total
-507.9
-380.4
-508.4
The number of FTEs at year-end 2023 amounts to 7,242 (2022: 4,956). The increase of the number of FTEs is mainly linked to the acquisition of Picanol Group (operating segment Machines & Technologies) of which the number of FTE\u2019s amounts to 2,166 as per December 31, 2023 (note 4 - Acquisitions and disposals). ", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutEmployeesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-494": { "value": "7. Payroll and related benefits The payroll and related benefits costs, excluding restructuring costs, are shown in the table below:
2023
2022
2022
(Million EUR)
note
Pro Forma
Wages and salaries
-376.4
-277.1
-374.0
Employer\u2019s social security contributions
-87.3
-59.9
-80.7
Other personnel costs
-29.5
-19.8
-29.0
Contributions to defined contribution plans
-8.6
-10.2
-10.3
Expenses related to defined benefit plans
23
-5.9
-13.5
-14.5
Total
-507.9
-380.4
-508.4
The number of FTEs at year-end 2023 amounts to 7,242 (2022: 4,956). The increase of the number of FTEs is mainly linked to the acquisition of Picanol Group (operating segment Machines & Technologies) of which the number of FTE\u2019s amounts to 2,166 as per December 31, 2023 (note 4 - Acquisitions and disposals). 23. Employee benefits The provisions for employee benefits recognized in the balance sheet as of December 31 are as follows:
2023
2022
Early
Defined
Other
Early
Defined
Other
retirement
benefit
employee
Total
retirement
benefit
employee
Total
(Million EUR)
provision
liability
benefits
provision
liability
benefits
Non-current
0.9
35.9
8.2
45.0
0.5
33.6
6.0
40.1
Current
0.4
-
0.4
0.8
0.3
-
0.4
0.7
Total
1.3
35.9
8.6
45.8
0.8
33.6
6.4
40.8
2023
Early retirement
Defined benefit
Other employee
Total
(Million EUR)
provision
liability
benefits
Balance at January 1, 2023
0.8
33.6
6.4
40.8
Change in consolidation scope (note 4)
0.9
0.3
2.4
3.6
Additions
0.4
3.9
0.9
5.2
Use of provisions
-0.2
-1.3
-0.8
-2.4
Reversal of provisions
-0.4
-0.7
-0.1
-1.3
Translation differences
-0.1
0.0
-0.0
-0.1
Balance at December 31, 2023
1.3
35.9
8.6
45.8
The provisions for other employee benefits include long-service benefits (e.g. medal of honor of labor, jubilee premiums, \u2026). General description of the type of plan Post-employment benefits These liabilities are recorded to cover the post-employment benefits and cover the pension plans and other benefits in accordance with local practices and conditions, following an actuarial calculation taking into account the financing of insurance companies and other pension funds. The most important pension plans are located in Belgium, the Netherlands, the United Kingdom and Germany. Defined contribution pension plans Defined contribution pension plans are plans for which the group pays pre-determined contributions to a legal entity or a separate fund, in accordance with the settings of the plan. The group\u2019s legal or constructive obligation is limited to the amount contributed. The contributions are recognized as an expense in the income statement as incurred and are included in note 7 - Payroll and related benefits. Defined benefit pension plans The defined benefit pension plans provide benefits related to the level of salaries and the years of service. These plans are financed externally by pension funds or insurance companies. Independent actuaries perform an actuarial valuation on an annual basis for the most important pension plans. The defined benefit pension plans in Belgium are all final salary pension plans which provide benefits to members in the form of a guaranteed pension capital (payable either as capital or pension for life). These plans are covered by a trustee administered pension fund and group insurance contracts. The level of benefits provided depends on members\u2019 length of service and the average salary in the final 3 years leading up to retirement, or the average salary of the best 3 consecutive years, if higher. The defined contribution plans in Belgium are legally subject to a minimum guaranteed return (the legal minimum guaranteed return as from January 1, 2016 is 1.75%, while before it was 3.25% for employer contributions). If the legal minimum guaranteed return is sufficiently covered, the group has no obligation to pay further contributions than those that are recognized as an expense in the income statement as the related service is provided. The Belgian defined contribution pension plans are to be treated as defined benefit pension plans under IAS 19 as they do not meet the definition of a defined contribution pension plan under IFRS. The group follows the prescribed methodology for measurement and accounting for defined benefit pension plans in line with IAS 19 \u00a7 57.(a), meaning the projected unit credit method, without adding expected future contributions. The group recognizes the difference between the defined benefit obligation and the fair value of plan assets (IAS 19 \u00a7 57.(a) (iii)) on the balance sheet. The plan assets of the Belgian defined contribution plans are included in the Belgian pension fund \u201cOFP Pensioenfonds\u201d or are insured externally through insurance contracts. For the plans financed with insurance contracts, several rates are guaranteed by insurance companies on the reserves and on different levels of the premiums depending on the levels reached at certain dates: \u2022 For the contributions paid until January 1, 2003, the guaranteed interest rate equals 4.75%; \u2022 For the contributions paid during the period from January 1, 2003 until January 1, 2013, the guaranteed interest rate equals 3.25%; \u2022 For the contributions paid as from January 1, 2013 until April 1, 2015, the guaranteed interest rate equals 1.75%; \u2022 For the contributions paid during the period from April 1, 2015 until October 1, 2015, the guaranteed interest rate equals 0.75%; \u2022 For the contributions paid as from October 1, 2015 until October 1, 2016, the guaranteed interest rate equals 0.50%; \u2022 For the contributions paid as from October 1, 2016 until January 1, 2020, the guaranteed interest rate equals 0.10%; For the contributions paid as from January 1, 2020 until January 1, 2024, the guaranteed interest rate equals 0.00%; \u2022 For the contributions paid as from January 1, 2024, the guaranteed interest rate equals 1.80%. The UK and German pension plans are final salary pension plans providing a guaranteed pension payable for life. The UK plan is covered by a trustee administered pension fund and the German plan is covered by recognized provisions in the consolidated statement of financial position. For the UK and Belgian plans covered by trustee administered pension funds, the board of trustees must consist of representatives of the company and plan participants in accordance with the plan regulations. The governance responsibility for these plans rests with the board of trustees. Through its defined benefit pension plans, the group is exposed to a number of risks, the most significant of which are detailed below: \u2022 Asset volatility: The group performs on a regular basis asset-liability studies for the trustee administered pension funds to ensure an accurate match between plan assets and liabilities. The plans hold significant investments in investment funds, which include quoted equity shares, and are thus exposed to equity market risks. \u2022 Inflation, interest rate and life expectancy: The pensions in most of the plans are linked to inflation, therefore the pension plans are exposed to risks linked to inflation, interest rate and life expectancy of pensioners. The group considers all defined benefit pension plans as having similar characteristics and risks. Following a favorable movement in the UK pension fund funding level over 2022, the trustees of the UK pension plan decided to enter into an agreement to secure all benefit payments due from the pension plan through a third-party insurance contract (the \u201cbuy-out\u201d). The first stage of any \u201cbuy-out\u201d is to complete a full \u201cbuy-in\u201d, that is the purchase of an insurance policy covering all known benefits payable. This \u201cbuy-in\u201d stage leads to the transfer of related risks (investment, inflation, interest and longevity risk) to the insurer. The premium required to purchase the insurance policy (bulk annuity policy) was paid from the plan assets. The bulk annuity policy is held in the name of the trustees (as a \u201cbuy-in\u201d policy) as per December 31, 2023, which implies that the obligation to pay benefits remains with the pension plan. The bulk policy will be converted into individual policies written in the name of members and it is expected that this step (the \u201cbuy-out\u201d) will be completed by the end of 2024. The premium paid in 2022 to purchase the bulk annuity amounted to 34.2 million GBP, which was higher than the value of the corresponding liabilities covered by the policy (27.9 million GBP) on the date of the agreement. The difference of 6.3 million GBP (7.3 million EUR) was reported as an asset loss due to the agreed settlement event and was recognized in the 2022 income statement (note 6 - EBIT Adjusting items). As per December 31, 2023 the bulk annuity policy was valued as an asset of the pension plan, with its value set equal to the value of the defined benefit obligations to which it relates and amounted to 33.5 million EUR (2022: 31.0 million EUR). When the bulk policy will be converted into individual member policies, both the defined benefit obligation and asset value will be reduced by an equal amount as the pension plan has then transferred all liabilities to the insurer, and is able to wind-up. As per December 31, 2023, a net defined benefit asset of 6.6 million EUR (2022: 9.5 million EUR) was recognized within non-current Trade and other receivables in the statement of financial position, which could, net of any future expenses, be refunded to the group at the moment of the wind-up of the pension plan. Defined benefit pension plans The amounts recognized in the statement of financial position are as follows:
(Million EUR)
note
2023
2022
Present value of wholly funded obligations
-39.9
-38.5
Present value of partially funded obligations
-96.6
-78.9
Present value of wholly unfunded obligations
-21.7
-19.5
Total present value of obligations
-158.2
-136.9
Fair value of plan assets
129.8
113.4
Net defined benefit (liability)/asset
-28.4
-23.5
Amounts in the statement of financial position:
Liabilities
-35.9
-33.6
Assets
16
7.5
10.2
Net defined benefit (liability)/asset
-28.4
-23.5
The following table shows a reconciliation of the net defined benefit (liability)/asset and its components.
2023
2022
Present
Fair value
Net defined
Present
Fair value
Net defined
value of
of plan
benefit
value of
of plan
benefit
(Million EUR)
obligations
assets
(liability)/asset
obligations
assets
(liability)/asset
Balance at January 1
-136.9
113.4
-23.5
-183.6
143.4
-40.3
Included in profit or loss
Current service cost
-5.4
-
-5.4
-5.9
-
-5.9
Past service (cost)/benefit
0.3
-
0.3
-0.1
-
-0.1
Current service cost - Employee
-
0.4
0.4
-
0.5
0.5
contribution
Interest (cost)/income
-5.6
4.9
-0.7
-1.9
1.7
-0.2
Administrative expenses
-
-0.5
-0.5
-
-0.4
-0.4
Settlement cost UK pension fund
-
-
-
-
-7.3
-7.3
Total included in profit or loss (note 7)
-10.7
4.7
-5.9
-7.9
-5.6
-13.5
Included in other comprehensive income
Remeasurements:
- Gain/(loss) from change in demographic
-
-
0.0
-0.0
-
-0.0
assumptions
- Gain/(loss) from change in financial
-7.4
-
-7.4
47.9
-
47.9
assumptions
- Experience gains/(losses)
2.0
1.1
3.1
-5.4
-15.4
-20.7
Total included in other comprehensive
income that will not be reclassified
-5.4
1.1
-4.3
42.5
-15.4
27.1
subsequently to profit or loss in
subsequent periods
Other
Exchange differences on foreign plans
-0.4
0.6
0.2
1.5
-2.1
-0.6
Contributions by employer
-
5.6
5.6
-
4.3
4.3
Benefits paid
9.3
-9.3
0.0
11.2
-11.2
0.0
Change in consolidation scope
-14.1
13.7
-0.3
-0.5
-
-0.5
Total other
-5.2
10.6
5.4
12.2
-9.0
3.2
Balance at December 31
-158.2
129.8
-28.4
-136.9
113.4
-23.5
The increase of the present value of the defined benefit obligations is impacted by: \u2022 the 2023 loss from change in financial assumptions, which is included in other comprehensive income and will not be reclassified to profit or loss in subsequent periods. The loss is mainly the result of the decrease of the discount rate used to calculate the present value of the defined benefit obligations (2023 weighted average discount rate of 3.3%, compared to 3.9% in 2022). \u2022 the change in consolidation scope (-14.1 million EUR) following the combination of Tessenderlo Group and Picanol Group into one large industrial group (note 4 - Acquisition and disposals). The increase of the fair value of the plan assets in 2023 is mainly explained by the change in consolidation scope for +13.7 million EUR. The net periodic pension cost is included in the following line items of the income statement:
(Million EUR)
note
2023
2022
Cost of sales
-0.2
-0.7
Distribution expenses
-0.1
-0.1
Sales and marketing expenses
-0.1
-0.1
Administrative expenses
-3.9
-3.7
Other operating income and expenses
5
-1.0
-1.4
EBIT adjusting items
6
-
-7.3
Finance (costs) / income - net
9
-0.7
-0.2
Total
-5.9
-13.5
The actual return on plan assets in 2023 was +6.0 million EUR (2022: -13.7 million EUR). The group expects to contribute 5.7 million EUR to its defined benefit pension plans in 2024. The fair value of the major categories of plan assets is as follows:
2023
2022
(Million EUR)
Quoted
Unquoted
Total
%
Quoted
Unquoted
Total
%
Property
-
4.0
4.0
3.1%
-
4.0
4.0
3.6%
Qualifying insurance policies
-
70.5
70.5
54.3%
-
53.7
53.7
47.4%
Cash and cash equivalents
-
2.7
2.7
2.1%
-
8.9
8.9
7.9%
Investment funds
52.7
-
52.7
40.6%
46.7
-
46.7
41.2%
Total
52.7
77.2
129.8
100.0%
46.7
66.7
113.4
100.0%
The plan assets include no property occupied by the group and no shares of subsidiaries, while shares of the parent company are included for an amount of 0.3 million EUR as per December 31, 2023 (2022: 0.3 million EUR). The investment funds include a portfolio of investments in equity, fixed interest investments and other financial assets. This diversification reduces the portfolio risk to a minimum. The principal actuarial assumptions used in determining pension benefit obligations for the group\u2019s plans at the balance sheet date (expressed as weighted averages) are:
2023
2022
Discount rate at 31 December
3.3%
3.9%
Future salary increases
2.1%
2.2%
Inflation
2.3%
2.4%
Assumptions regarding future mortality are based on published statistics and mortality tables, and are the following:
Mortality table
Belgium
MR/FR - 5 (2022: MR/FR - 5)
United Kingdom
110% S3PMA, 105% S3PFA, CMI_2021 [1.50% M, 1.25% F] [S-kappa=7, A=0.25%, w2020 &w2021=0%]
from 2016
Germany
\u00a9 RICHTTAFELN 2018 G von Klaus Heubeck - Lizenz Heubeck-Richttafeln-GmbH, K\u00f6ln
For the Belgian plan, covered by a trustee administered pension fund, an asset-liability matching exercise is performed at least every 3 years, in line with the Statements of Investment Principles (SIP) of the funds. The trustees ensure that the investment strategy as outlined in the SIP is in line with the assets and liabilities management (ALM) strategy and is closely followed by the investment managers. The weighted average duration of the defined benefit obligation is 10 years for the pension plans in the euro zone. The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions, as per December 31, 2023, is:
Change in
Impact on defined
Change in
Impact on defined
assumption
benefit obligation*
assumption
benefit obligation*
Discount rate
+0.5%
-3.3%
-0.5%
3.7%
Salary growth rate
+0.5%
0.7%
-0.5%
-0.7%
Pension growth/inflation rate
+0.5%
2.3%
-0.5%
-2.1%
Life expectancy
+ 1 year
1.0%
- 1 year
-1.0%
*A positive percentage indicates an increase of the defined benefit obligation, while a negative percentage indicates a decrease of the defined benefit obligation. The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The above sensitivity analysis does not include the defined benefit obligation of the UK pension fund (currently in a buy-in phase, see also above), which amounts to 33.5 million EUR, as the impact on the defined benefit obligation will be offset by an equal variance in the fair value of the plan assets. The sensitivity analysis was therefore based on an adjusted defined benefit obligation of 124.7 million EUR. Share-based payments There were no warrants outstanding as per December 31, 2023, nor per December 31, 2022. No new offering of warrants to the group\u2019s senior management took place in 2022 and 2023. 25. Trade and other payables
2023
2022
2022
(Million EUR)
note
Pro Forma
Non-current trade and other payables
Accrued charges and deferred income
2.8
3.1
3.1
Remuneration and social security
3.6
3.4
3.4
Other amounts payable
0.5
0.4
0.4
Total
6.8
6.9
6.9
Current trade and other payables
Trade payables
257.1
269.3
363.3
Remuneration and social security
92.3
89.9
112.9
VAT and other taxes
12.4
12.1
14.0
Accrued charges and deferred income
4.9
4.1
8.1
Trade and other payables from related parties
29
3.2
3.5
3.5
Advance payments received
23.0
0.3
54.9
Other amounts payable
12.8
4.1
5.1
Total
405.5
383.2
561.9
The decrease of current remuneration and social security (92.3 million EUR) compared to the 2022 Pro Forma balance (112.9 million EUR) can mainly be explained by a decrease of the accruals for variable remuneration, which are linked to individual and business-related performance. Trade payables decreased from 363.3 million EUR in the 2022 Pro Forma figures to 257.1 million EUR as per year-end 2023. This decrease is mainly due to a lower activity, timing of supplier payments as well as a decrease of raw material, energy and transport costs. As per December 31, 2023, the current other amounts payable (12.8 million EUR) include a payable of 7.7 million EUR, related to the 2022 dividend withholding taxes, payable in January 2024 to Oostiep Group bv (note 29 - Related parties). ", "dimensions": { "concept": "ifrs-full:DisclosureOfEmployeeBenefitsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-412": { "value": "8. Additional information on operating expenses by nature Depreciation and amortization on property, plant and equipment (PPE) and intangible assets are included in the following line items in the income statement:
Depreciation on PPE
assets
Amortization on intangible
Total
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
note
Forma
Forma
Forma
Cost of sales
-119.9
-102.3
-118.7
-63.1
-21.7
-63.4
-183.0
-124.0
-182.1
Administrative expenses
-8.9
-6.2
-8.8
-0.5
-0.3
-0.6
-9.5
-6.5
-9.4
Sales and marketing
-1.0
-0.2
-0.3
-4.5
-3.4
-3.4
-5.5
-3.6
-3.7
expenses
Other operating income
5
-0.7
-0.6
-0.7
-
-
-
-0.7
-0.6
-0.7
and expenses
Total
11/13
-130.5
-109.3
-128.5
-68.1
-25.4
-67.3
-198.7
-134.7
-195.8
Impairment losses, included within EBIT adjusting items (note 6 - EBIT adjusting items), have been recognized on property, plant and equipment, intangible assets and goodwill as follows: Total depreciation, amortization and impairment losses in 2023 amount to -198.7 million EUR compared to -172.4 million EUR in 2022 (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). Picanol Group is fully consolidated as from January 2023. The gross carrying amount of the fair value adjustments recognized in January 2023 after the completion of the Picanol Group acquisition amounted to +363.9 million EUR. Depreciation and amortization expenses on these adjustments amount to -46.7 million EUR in 2023 of which -5.6 million EUR on property, plant and equipment and -41.2 million EUR on intangible assets (note 4 - Acquisitions and disposals). Impairment losses in 2022 (-37.6 million EUR) related to the goodwill and property, plant and equipment of T-Power nv (operating segment T-Power). As per December 31, 2023, the value in use calculation of the cash generating unit did not result in a reversal of impairment losses previously recognized. The cash flows till June 2026 are secured through the tolling agreement with RWE, while the cashflows after June 2026 remain more uncertain due to adverse impacts of economic and competitive factors on forward-looking assumptions. 17. Inventories
2023
2022
2022
(Million EUR)
Pro Forma
Raw materials
134.9
92.6
163.6
Work in progress
21.5
14.3
24.9
Finished goods
367.7
379.3
399.1
Goods purchased for resale
60.4
66.5
66.5
Spare parts
20.0
14.3
20.4
Total
604.5
566.9
674.4
The decrease in inventories compared to 2022 Pro Forma can be mainly explained by the decrease of the stock volumes as well as by the decrease of raw material and energy prices in 2023 compared to 2022. There are no inventories pledged as security. In 2023 inventories for 2,295.0 million EUR (2022: 1,860.2 million EUR or 2022 Pro Forma: 2,368.4 million EUR) were recognized as an expense during the year and included in the line-item cost of sales within the income statement. Inventories are stated at the lower of cost and net realizable value. The calculation of a potential write- off is based on experience and on the assessment of market circumstances. The write down, included in cost of sales, amounts to -28.4 million EUR in 2023 (2022: -10.3 million EUR) (note 3 - Segment reporting). The group expects to recover or settle the inventory, available as per December 31, 2023, within the next twelve months, except for the inventory of non-strategic spare parts. These spare parts will be used whenever deemed necessary. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCostOfSalesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-472": { "value": "8. Additional information on operating expenses by nature Depreciation and amortization on property, plant and equipment (PPE) and intangible assets are included in the following line items in the income statement:
Depreciation on PPE
assets
Amortization on intangible
Total
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
note
Forma
Forma
Forma
Cost of sales
-119.9
-102.3
-118.7
-63.1
-21.7
-63.4
-183.0
-124.0
-182.1
Administrative expenses
-8.9
-6.2
-8.8
-0.5
-0.3
-0.6
-9.5
-6.5
-9.4
Sales and marketing
-1.0
-0.2
-0.3
-4.5
-3.4
-3.4
-5.5
-3.6
-3.7
expenses
Other operating income
5
-0.7
-0.6
-0.7
-
-
-
-0.7
-0.6
-0.7
and expenses
Total
11/13
-130.5
-109.3
-128.5
-68.1
-25.4
-67.3
-198.7
-134.7
-195.8
Impairment losses, included within EBIT adjusting items (note 6 - EBIT adjusting items), have been recognized on property, plant and equipment, intangible assets and goodwill as follows: Total depreciation, amortization and impairment losses in 2023 amount to -198.7 million EUR compared to -172.4 million EUR in 2022 (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). Picanol Group is fully consolidated as from January 2023. The gross carrying amount of the fair value adjustments recognized in January 2023 after the completion of the Picanol Group acquisition amounted to +363.9 million EUR. Depreciation and amortization expenses on these adjustments amount to -46.7 million EUR in 2023 of which -5.6 million EUR on property, plant and equipment and -41.2 million EUR on intangible assets (note 4 - Acquisitions and disposals). Impairment losses in 2022 (-37.6 million EUR) related to the goodwill and property, plant and equipment of T-Power nv (operating segment T-Power). As per December 31, 2023, the value in use calculation of the cash generating unit did not result in a reversal of impairment losses previously recognized. The cash flows till June 2026 are secured through the tolling agreement with RWE, while the cashflows after June 2026 remain more uncertain due to adverse impacts of economic and competitive factors on forward-looking assumptions. 11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively . The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant . 13. Intangible assets
2023
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2023
95.3
18.2
205.1
27.8
346.3
- change in consolidation scope (note 4)
0.6
2.7
386.6
39.3
429.2
- capital expenditure
0.3
0.4
0.6
0.1
1.4
- net change in emission allowances
-
-
-
2.8
2.8
- sales and disposals
-0.0
-0.0
-
-0.0
-0.1
- transfers
0.1
0.5
-
-0.0
0.5
- translation differences
-2.7
0.0
-7.7
-5.8
-16.1
At December 31, 2023
93.6
21.7
584.6
64.2
764.1
Amortization and impairment losses
At January 1, 2023
-70.8
-16.9
-128.5
-23.3
-239.4
- change in consolidation scope (note 4)
-0.2
-2.2
-154.7
-21.5
-178.6
- amortization (note 8)
-4.0
-0.9
-60.3
-3.0
-68.1
- sales and disposals
0.0
0.0
-
-
0.1
- translation differences
1.9
0.1
4.1
2.8
8.8
At December 31, 2023
-73.0
-20.0
-339.3
-44.9
-477.2
Carrying amounts
At January 1, 2023
24.5
1.3
76.6
4.5
107.0
At December 31, 2023
20.5
1.7
245.4
19.2
286.9
* All intangible assets have a finite useful life.
2022
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2022
71.6
17.4
201.6
27.6
318.2
- change in consolidation scope (acquisitions)
20.7
-
2.5
-
23.1
- capital expenditure
-
0.6
-
-
0.6
- net change in emission allowances
-
-
-
-1.2
-1.2
- sales and disposals
-
-0.0
-
-
-0.0
- transfers
0.1
0.3
-
0.1
0.5
- translation differences
3.0
-0.1
1.0
1.3
5.2
At December 31, 2022
95.3
18.2
205.1
27.8
346.3
Amortization and impairment losses
At January 1, 2022
-65.0
-16.4
-106.1
-21.5
-209.0
- amortization (note 8)
-2.9
-0.6
-21.4
-0.5
-25.4
- sales and disposals
-
0.0
-
-
0.0
- translation differences
-2.8
0.1
-1.0
-1.3
-5.0
At December 31, 2022
-70.8
-16.9
-128.5
-23.3
-239.4
Carrying amounts
At January 1, 2022
6.6
1.0
95.6
6.1
109.2
At December 31, 2022
24.5
1.3
76.6
4.5
107.0
* All intangible assets have a finite useful life. The capital expenditure on intangible assets is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope (250.6 million EUR) mainly relates to the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The main fair value adjustments relate to customer lists (231.9 million EUR) and other intangible assets (trademarks for 15.0 million EUR) related to Crop Vitality and Novasource (operating segment Agro), PB Leiner (operating segment Bio-valorization) and DYKA Group (operating segment Industrial Solutions). The useful life of these intangible assets was initially estimated at 10 years (till 2028) (note 8 - Additional information on operating expenses by nature). The capital expenditure in 2023 mainly relates to the acquisition of the marketing and sales activities for ammonium thiosulfate (ATS) fertilizers produced by Esseco Srl (part of Esseco Group) in Trecate, Italy. The deal became operational in March 2023, and the fertilizers are marketed by the Tessenderlo Kerley International business unit (operating segment Agro). The yearly amortization charge on the customer lists can be mainly explained by: \u2022 The amortization expenses (-38.7 million EUR) on the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019, as explained above. \u2022 The amortization of the customer list of T-Power nv (-21.1 million EUR). This customer list was recognized in 2018, after the acquisition of T-Power nv, for an amount of 163.7 million EUR and represents the fair value of a tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026) for the full capacity of the plant. This customer list is amortized over the remaining duration of the tolling agreement and has been pledged as security for liabilities. No borrowing costs were capitalized during 2023 and 2022. The other intangible assets with finite useful lives mainly consist of emission allowances purchased for own use, know-how, product labels, trademarks and land-use rights. The product labels and the know- how are amortized on a straight-line basis over 10 to 20 years. The net change in emission allowances for +2.8 million EUR (2022: -1.2 million EUR) mainly relates to emission allowances acquired to cover operational emissions for products exposed to carbon leakage. As per December 31, 2023, the carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR (2022: 0.9 million EUR). See note 8 - Additional information on operating expenses by nature for the line items of the income statement in which amortization, impairment losses and reversal of impairment losses have been recorded.", "dimensions": { "concept": "ifrs-full:DisclosureOfExpensesByNatureExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-506": { "value": "8. Additional information on operating expenses by nature Depreciation and amortization on property, plant and equipment (PPE) and intangible assets are included in the following line items in the income statement:
Depreciation on PPE
assets
Amortization on intangible
Total
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
note
Forma
Forma
Forma
Cost of sales
-119.9
-102.3
-118.7
-63.1
-21.7
-63.4
-183.0
-124.0
-182.1
Administrative expenses
-8.9
-6.2
-8.8
-0.5
-0.3
-0.6
-9.5
-6.5
-9.4
Sales and marketing
-1.0
-0.2
-0.3
-4.5
-3.4
-3.4
-5.5
-3.6
-3.7
expenses
Other operating income
5
-0.7
-0.6
-0.7
-
-
-
-0.7
-0.6
-0.7
and expenses
Total
11/13
-130.5
-109.3
-128.5
-68.1
-25.4
-67.3
-198.7
-134.7
-195.8
Impairment losses, included within EBIT adjusting items (note 6 - EBIT adjusting items), have been recognized on property, plant and equipment, intangible assets and goodwill as follows: Total depreciation, amortization and impairment losses in 2023 amount to -198.7 million EUR compared to -172.4 million EUR in 2022 (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). Picanol Group is fully consolidated as from January 2023. The gross carrying amount of the fair value adjustments recognized in January 2023 after the completion of the Picanol Group acquisition amounted to +363.9 million EUR. Depreciation and amortization expenses on these adjustments amount to -46.7 million EUR in 2023 of which -5.6 million EUR on property, plant and equipment and -41.2 million EUR on intangible assets (note 4 - Acquisitions and disposals). Impairment losses in 2022 (-37.6 million EUR) related to the goodwill and property, plant and equipment of T-Power nv (operating segment T-Power). As per December 31, 2023, the value in use calculation of the cash generating unit did not result in a reversal of impairment losses previously recognized. The cash flows till June 2026 are secured through the tolling agreement with RWE, while the cashflows after June 2026 remain more uncertain due to adverse impacts of economic and competitive factors on forward-looking assumptions. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralAndAdministrativeExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-529": { "value": "9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
", "dimensions": { "concept": "ifrs-full:DisclosureOfBorrowingCostsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-517": { "value": "9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
Interest risk Changes in interest rates may cause variations in interest income and expenses resulting from interest- bearing assets and liabilities. In addition, they may affect the market value of certain financial assets, liabilities and instruments. At the reporting date, the group\u2019s interest-bearing financial instruments were:
(Million EUR)
note
2023
2022
Fixed rate instruments
Cash and cash equivalents
18
47.8
92.0
Long term investments
18
70.0
50.0
Loans and borrowings
22
169.3
175.4
Variable rate instruments
Cash and cash equivalents
18
129.2
64.1
Loans and borrowings
22
67.4
90.1
Bank overdrafts
22
0.1
0.1
The loans and borrowings with a variable rate mainly relate to the long-term facility loan of T-Power nv. The decrease compared to prior year can be explained by the yearly reimbursement (25.7 million EUR). The remaining outstanding capital of the T-Power nv long term facility loan amounts to 64.3 million EUR as per December 31, 2023 (2022: 90.1 million EUR). Approximately 80% of the loan is hedged through a series of forward rate agreements (the EURIBOR was fixed at 5.6% per annum). Movements in interest rates would therefore not have a significant impact on the group\u2019s cash flow or result. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInterestIncomeExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-507": { "value": "9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
Interest risk Changes in interest rates may cause variations in interest income and expenses resulting from interest- bearing assets and liabilities. In addition, they may affect the market value of certain financial assets, liabilities and instruments. At the reporting date, the group\u2019s interest-bearing financial instruments were:
(Million EUR)
note
2023
2022
Fixed rate instruments
Cash and cash equivalents
18
47.8
92.0
Long term investments
18
70.0
50.0
Loans and borrowings
22
169.3
175.4
Variable rate instruments
Cash and cash equivalents
18
129.2
64.1
Loans and borrowings
22
67.4
90.1
Bank overdrafts
22
0.1
0.1
The loans and borrowings with a variable rate mainly relate to the long-term facility loan of T-Power nv. The decrease compared to prior year can be explained by the yearly reimbursement (25.7 million EUR). The remaining outstanding capital of the T-Power nv long term facility loan amounts to 64.3 million EUR as per December 31, 2023 (2022: 90.1 million EUR). Approximately 80% of the loan is hedged through a series of forward rate agreements (the EURIBOR was fixed at 5.6% per annum). Movements in interest rates would therefore not have a significant impact on the group\u2019s cash flow or result. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInterestExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-495": { "value": "9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
Interest risk Changes in interest rates may cause variations in interest income and expenses resulting from interest- bearing assets and liabilities. In addition, they may affect the market value of certain financial assets, liabilities and instruments. At the reporting date, the group\u2019s interest-bearing financial instruments were:
(Million EUR)
note
2023
2022
Fixed rate instruments
Cash and cash equivalents
18
47.8
92.0
Long term investments
18
70.0
50.0
Loans and borrowings
22
169.3
175.4
Variable rate instruments
Cash and cash equivalents
18
129.2
64.1
Loans and borrowings
22
67.4
90.1
Bank overdrafts
22
0.1
0.1
The loans and borrowings with a variable rate mainly relate to the long-term facility loan of T-Power nv. The decrease compared to prior year can be explained by the yearly reimbursement (25.7 million EUR). The remaining outstanding capital of the T-Power nv long term facility loan amounts to 64.3 million EUR as per December 31, 2023 (2022: 90.1 million EUR). Approximately 80% of the loan is hedged through a series of forward rate agreements (the EURIBOR was fixed at 5.6% per annum). Movements in interest rates would therefore not have a significant impact on the group\u2019s cash flow or result. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInterestIncomeExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-473": { "value": "9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceIncomeExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-444": { "value": "9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceCostExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-413": { "value": "9. Finance costs and income Net finance costs and income amount to -3.6 million EUR in 2023, compared to -3.8 million EUR in 2022 and are detailed below:
2023
2022
Finance
Finance
Total
Finance
Finance
Total
(Million EUR)
note
costs
income
costs
income
Interest expense on loans and borrowings measured at amortized
-6.6
-
-6.6
-7.2
-
-7.2
cost
Dividend income from other investments
-
0.8
0.8
-
0.0
0.0
Interest income
-
9.8
9.8
-
0.9
0.9
Expense for the unwinding of discounted provisions
24
-2.8
-
-2.8
-1.1
-
-1.1
Net interest (expense)/income on pension asset/(liability)
23
-1.3
0.6
-0.7
-0.4
0.2
-0.2
Gain on the sale of Rieter Holding Ag shares
14
-
11.3
11.3
-
-
0.0
Unrealized gains/(losses) on investments in shares
14
-0.5
-
-0.5
-
-
0.0
Net foreign exchange gains/(losses) (including revaluation to fair
value and realization of derivative financial instruments)
-30.1
15.3
-14.8
-31.0
36.4
5.4
Net other finance (costs)/income
-2.5
2.3
-0.1
-1.8
0.2
-1.5
Total
-43.8
40.2
-3.6
-41.5
37.8
-3.8
The 2023 interest expenses on loans and borrowings amount to -6.6 million EUR (2022: -7.2 million EUR) and mainly consist of the interest charges on the bond, issued in 2015, the interest charge on the term loan facility of T-Power nv and the interest expenses on lease liabilities (in accordance with IFRS 16 Leases). Total cash-out related to interest payments amounts to -10.4 million EUR (2022: -13.8 million EUR) and includes the interest paid on the outstanding loans and borrowings for -7.1 million EUR (2022: -9.3 million EUR) and the payments (-3.3 million EUR) for the T-Power forward rate agreements reaching their maturity date (2022: -4.4 million EUR). A higher interest income (9.8 million EUR in 2023 compared to only 0.9 million EUR in 2022) could be realized thanks to the increase of market interest rates and a higher outstanding average balance of cash and cash equivalents and long term investments in 2023 compared to 2022. The group sold 654,000 Rieter Holding Ag shares in 2023 for an amount of 80.7 million EUR, leading to a gain of +11.3 million EUR. The remaining investment in Rieter Holding Ag consists of 54,262 shares (note 14 - Investments accounted for using the equity method, other investments and guarantees). This investment was revalued as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR in 2023 (the fair value being categorized as level 1 in the fair value hierarchy). The net foreign exchange loss of -14.8 million EUR can mainly be explained by (un)realized foreign exchange losses on intercompany loans and cash and cash equivalents (mainly in USD), which are not hedged and which were impacted by the weakening of the USD against the EUR (-4%). We refer to note 26 - Financial instruments for more information of the group\u2019s exposure to foreign currency risk. The table below provides the reconciliation between the interest expense recognized in the consolidated income statement and the interest paid in the consolidated statement of cash flows:
(Million EUR)
2023
2022
Interest expenses on loans and borrowings measured at amortized cost
-6.6
-7.2
Changes in accrued interest charges
-0.1
-2.1
Payment for forward rate agreements at maturity date
-3.3
-4.4
(recognized at T-Power nv acquisition date)
Impact depreciation fair value adjustment on bond (note 4 - Acquisitions and disposals)
-0.4
-
Interest paid
-10.4
-13.8
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceIncomeExpenseExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-496": { "value": "
10. Income tax expense
The reconciliation between the theoretical tax rate and the effective tax rate for the total income tax
expense is as follows:
2023
2022
2022
(Million EUR)
Pro Forma
Recognized in the income statement
Current tax expense
-50.8
-63.7
-69.4
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Deferred tax - due to changes in temporary differences
29.3
10.0
21.8
Deferred tax - due to changes in tax rate
0.3
0.1
0.1
Deferred taxes - recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Total income tax expense in the income statement
-2.0
-62.4
-56.3
Profit (+) / loss (-) before tax
116.4
289.2
217.8
Less share of result of equity accounted investees, net of income tax
-0.5
4.8
4.8
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Effective tax rate
1.7%
21.9%
26.4%
Reconciliation of effective tax rate
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Theoretical tax rate
26.1%
25.9%
23.2%
Expected income tax at the theoretical tax rate
-30.5
-73.8
-49.5
Difference between theoretical and effective tax expenses
28.5
11.4
-6.8
Adjustment on deferred taxes
20.6
-8.1
-8.1
Change in tax rates
0.3
0.1
0.1
Recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Adjustment on tax expenses
7.8
19.5
1.3
Expenses not deductible for tax purposes
-1.1
-0.8
-1.6
Non-taxable income
0.9
0.6
0.8
Capital gains and losses on participations
3.0
-
-9.5
Tax incentives
1.1
1.7
1.8
Use of tax losses / tax credits
1.0
16.5
16.5
Tax losses / temporary differences for which no deferred tax asset has been recorded
-0.0
-1.3
-7.0
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Other
4.1
3.5
0.9
The theoretical aggregated weighted tax rate amounted to 26.1% in 2023 compared to 25.9% in 2022.
The decrease of the effective tax rate from 21.9% to 1.7% can be explained by the recognition in 2023
of tax losses previously not recognized, mainly in the United Kingdom, Brazil and Belgium .
There have been no corporate income tax reforms impacting significantly the 2023 tax expense. The group operates in a number of jurisdictions which have enacted (or are expected to enact) new legislation to implement the global minimum top-up tax per December 31, 2023. The group performed a high level impact assessment using the 2022 Country-by-Country report (based on local GAAP financials and drafted with Tessenderlo Group nv as the Ultimate Parent Entity) as a basis. This assessment indicates that the group would not be materially impacted by the Pillar 2 legislation in 2022, if it would already have been in effect in that year. In most jurisdictions in which the group has a presence, at least one of the Transitional Safe Harbour tests is met. The group seeks to further improve and fine-tune its impact analysis and methodology going forward. A relevant factor will be that, as from 2023, the Country-by-Country report will be Consolidated Financial Statements (and hence IFRS) based. Since the newly enacted legislation is only effective as from January 1, 2024, there is no current tax impact for the year ended December 31, 2023. The group has applied a temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred. The majority of the current tax expense relates to the activities in the United States and the activities of T-Power nv and Picanol Group subsidiaries in Belgium. The total 2023 current tax expense amounts to -50.8 million EUR (2022: -63.7 million EUR). The income tax paid in 2023 amounts to -46.0 million EUR (2022: -74.6 million EUR). As per December 2023, the group has a current tax receivable outstanding of 15.9 million EUR (2022: 16.8 million EUR), mainly linked to advance payments made by Belgian and French subsidiaries, and a current tax payable of -2.1 million EUR (2022: -1.9 million EUR). The recognition of deferred tax assets on tax losses in 2023 (20.3 million EUR) is the result of the 2023 year-end review of the future taxable profits resulting in the recognition of a deferred tax asset on losses carried forward previously not recognized, mainly in the United Kingdom, Brazil and Belgium. The expenses not deductible for tax purposes include permanent differences such as expenses which are non-deductible under local tax laws (e.g. car expenses and meal expenses). Non-taxable income mainly includes credits for research. The 2023 capital gains on participations mainly relate to the gain realized on the sale of 654,000 Rieter Holding Ag shares (note 9 - Finance costs and income). Tax incentives in 2023 and 2022 include deductions claimed for capital expenditures in France, as well the foreign-derived intangible income (FDII) deduction in the United States. 15. Deferred tax assets and liabilities
Assets
Liabilities
Net
2022
2022
2022
2023
2022
Pro
2023
2022
Pro
2023
2022
Pro
(Million EUR)
Forma
Forma
Forma
Property, plant and equipment
3.5
3.1
3.1
-63.2
-38.7
-68.0
-59.6
-35.6
-64.9
Intangible assets
4.3
4.5
4.5
-67.5
-21.4
-84.9
-63.1
-16.9
-80.4
Inventories
14.6
11.2
12.4
-
-1.8
-1.8
14.6
9.4
10.6
Employee benefits
8.4
5.9
6.0
-0.2
-0.2
-0.2
8.2
5.8
5.8
Derivative financial instruments
0.5
0.8
0.8
-
-
-
0.5
0.8
0.8
Provisions
6.3
6.6
7.3
-16.0
-15.9
-15.9
-9.7
-9.3
-8.7
Other items
9.4
8.2
8.5
-10.2
-11.7
-11.7
-0.7
-3.5
-3.2
Losses carried forward
33.5
11.2
11.2
-
-
-
33.5
11.2
11.2
Gross deferred tax assets / (liabilities)
80.7
51.6
53.8
-157.0
-89.7
-182.6
-76.3
-38.1
-128.8
Set-off of tax
-30.5
-33.4
-34.3
30.5
33.4
34.3
Net deferred tax assets / (liabilities)
50.2
18.2
19.5
-126.5
-56.3
-148.3
-76.3
-38.1
-128.8
The net deferred tax assets / (liabilities) on property, plant and equipment (-59.6 million EUR) mainly relate to: \u2022 the fair value adjustments, following the acquisition accounting adjustments on property, plant and equipment applied by Picanol Group in 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The yearly depreciation results in a decrease of the recognized deferred tax liability by 1.5 million EUR. \u2022 temporary differences due to the accelerated depreciation in certain jurisdictions, mainly in the United States. The net deferred tax assets / (liabilities) on intangible assets (-63.1 million EUR) mainly relate to: \u2022 the fair value adjustments, following the acquisition accounting adjustments on intangible assets applied by Picanol Group in 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The yearly amortization results in a decrease of the recognized deferred tax liability by 10.5 million EUR. \u2022 the customer list (operating segment T-Power), representing the fair value of the tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026). The yearly amortization of this customer list resulted in a decrease of the recognized deferred tax liability by 5.3 million EUR. The deferred tax assets on fiscal losses carried forward (33.5 million EUR) mainly relate to: \u2022 the Belgian parent company, Tessenderlo Group nv, for an amount to 11.8 million EUR (2022: 6.0 million EUR). As per year-end 2023, the estimated total tax losses and tax credits carried forward amount to 158.7 million EUR (2022: 148.5 million EUR). As per December 2023, 111.6 million EUR of these tax losses and tax credits were unrecognized (2022: 124.4 million EUR). Although the fiscal result of Tessenderlo Group nv was negative in 2023, mainly impacted by lower operational results and unrealized USD exchange losses, the probability assessment whether future taxable profits will be available remained positive. the subsidiaries in the United Kingdom, for an amount to 6.6 million EUR (2022: nihil). As per year-end 2023, the estimated fiscal losses amount to 42.9 million EUR (2022: 37.3 million EUR). As per December 2023, 16.7 million EUR of these tax losses and tax credits were unrecognized (2022: 37.3 million EUR). Although the combined fiscal result of the subsidiaries in the United Kingdom was negative in 2023, the probability assessment whether future taxable profits will be available was positive. \u2022 the Brazilian subsidiaries for an amount to 6.4 million EUR (2022: 0.9 million EUR). As per year- end 2023, the estimated total losses and tax credits carried forward amount to 18.5 million EUR (2022: 18.0 million EUR), which were fully recognized. \u2022 Several other individually insignificant subsidiaries for an amount of 8.8 million EUR (2022: 4.4 million EUR). As per year-end 2023, the estimated fiscal losses of these individual insignificant subsidiaries amount to 30.4 million EUR (2022: 32.7 million EUR) and these were fully recognized as per December 2023. Of these tax losses, 9.1 million EUR have a finite life (they expire in the period 2024-2028). A deferred tax liability relating to undistributed reserves within the subsidiaries of the group has not been recognized because management believes that this liability will not incur in the foreseeable future. The deferred tax liability is not significant as the majority of dividends received by the company (Tessenderlo Group nv) is tax exempt. The movements in the deferred tax balances during the year can be summarized as follows 34 :
Balance at
Recognized in
Recognized in
Change in
Balance at
January 1,
the income
other
consolidation
Translation
December 31,
2023
statement
comprehensive
scope
differences
2023
(Million EUR)
income
(note 4)
Property, plant and equipment
-35.6
4.0
-
-29.3
1.3
-59.6
Intangible assets
-16.9
15.7
-
-63.5
1.6
-63.1
Inventories
9.4
4.2
-
1.2
-0.2
14.6
Employee benefits
5.8
2.1
0.4
0.0
-0.0
8.2
Derivative financial instruments
0.8
-0.8
0.5
-
-
0.5
Provisions
-9.3
-1.0
-
0.7
-0.0
-9.7
Other items
-3.5
3.2
-
0.3
-0.6
-0.7
Losses carried forward
11.2
22.6
-
-
-0.4
33.5
Total
-38.1
49.9
0.9
-90.7
1.7
-76.3
", "dimensions": { "concept": "ifrs-full:DisclosureOfDeferredTaxesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-414": { "value": "10. Income tax expense The reconciliation between the theoretical tax rate and the effective tax rate for the total income tax expense is as follows:
2023
2022
2022
(Million EUR)
Pro Forma
Recognized in the income statement
Current tax expense
-50.8
-63.7
-69.4
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Deferred tax - due to changes in temporary differences
29.3
10.0
21.8
Deferred tax - due to changes in tax rate
0.3
0.1
0.1
Deferred taxes - recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Total income tax expense in the income statement
-2.0
-62.4
-56.3
Profit (+) / loss (-) before tax
116.4
289.2
217.8
Less share of result of equity accounted investees, net of income tax
-0.5
4.8
4.8
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Effective tax rate
1.7%
21.9%
26.4%
Reconciliation of effective tax rate
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Theoretical tax rate
26.1%
25.9%
23.2%
Expected income tax at the theoretical tax rate
-30.5
-73.8
-49.5
Difference between theoretical and effective tax expenses
28.5
11.4
-6.8
Adjustment on deferred taxes
20.6
-8.1
-8.1
Change in tax rates
0.3
0.1
0.1
Recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Adjustment on tax expenses
7.8
19.5
1.3
Expenses not deductible for tax purposes
-1.1
-0.8
-1.6
Non-taxable income
0.9
0.6
0.8
Capital gains and losses on participations
3.0
-
-9.5
Tax incentives
1.1
1.7
1.8
Use of tax losses / tax credits
1.0
16.5
16.5
Tax losses / temporary differences for which no deferred tax asset has been recorded
-0.0
-1.3
-7.0
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Other
4.1
3.5
0.9
The theoretical aggregated weighted tax rate amounted to 26.1% in 2023 compared to 25.9% in 2022. The decrease of the effective tax rate from 21.9% to 1.7% can be explained by the recognition in 2023 of tax losses previously not recognized, mainly in the United Kingdom, Brazil and Belgium There have been no corporate income tax reforms impacting significantly the 2023 tax expense. The group operates in a number of jurisdictions which have enacted (or are expected to enact) new legislation to implement the global minimum top-up tax per December 31, 2023. The group performed a high level impact assessment using the 2022 Country-by-Country report (based on local GAAP financials and drafted with Tessenderlo Group nv as the Ultimate Parent Entity) as a basis. This assessment indicates that the group would not be materially impacted by the Pillar 2 legislation in 2022, if it would already have been in effect in that year. In most jurisdictions in which the group has a presence, at least one of the Transitional Safe Harbour tests is met. The group seeks to further improve and fine-tune its impact analysis and methodology going forward. A relevant factor will be that, as from 2023, the Country-by-Country report will be Consolidated Financial Statements (and hence IFRS) based. Since the newly enacted legislation is only effective as from January 1, 2024, there is no current tax impact for the year ended December 31, 2023. The group has applied a temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred. The majority of the current tax expense relates to the activities in the United States and the activities of T-Power nv and Picanol Group subsidiaries in Belgium. The total 2023 current tax expense amounts to -50.8 million EUR (2022: -63.7 million EUR). The income tax paid in 2023 amounts to -46.0 million EUR (2022: -74.6 million EUR). As per December 2023, the group has a current tax receivable outstanding of 15.9 million EUR (2022: 16.8 million EUR), mainly linked to advance payments made by Belgian and French subsidiaries, and a current tax payable of -2.1 million EUR (2022: -1.9 million EUR). The recognition of deferred tax assets on tax losses in 2023 (20.3 million EUR) is the result of the 2023 year-end review of the future taxable profits resulting in the recognition of a deferred tax asset on losses carried forward previously not recognized, mainly in the United Kingdom, Brazil and Belgium. The expenses not deductible for tax purposes include permanent differences such as expenses which are non-deductible under local tax laws (e.g. car expenses and meal expenses). Non-taxable income mainly includes credits for research. The 2023 capital gains on participations mainly relate to the gain realized on the sale of 654,000 Rieter Holding Ag shares (note 9 - Finance costs and income). Tax incentives in 2023 and 2022 include deductions claimed for capital expenditures in France, as well the foreign-derived intangible income (FDII) deduction in the United States. ", "dimensions": { "concept": "ifrs-full:DisclosureOfIncomeTaxExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-445": { "value": "10. Income tax expense The reconciliation between the theoretical tax rate and the effective tax rate for the total income tax expense is as follows:
2023
2022
2022
(Million EUR)
Pro Forma
Recognized in the income statement
Current tax expense
-50.8
-63.7
-69.4
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Deferred tax - due to changes in temporary differences
29.3
10.0
21.8
Deferred tax - due to changes in tax rate
0.3
0.1
0.1
Deferred taxes - recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Total income tax expense in the income statement
-2.0
-62.4
-56.3
Profit (+) / loss (-) before tax
116.4
289.2
217.8
Less share of result of equity accounted investees, net of income tax
-0.5
4.8
4.8
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Effective tax rate
1.7%
21.9%
26.4%
Reconciliation of effective tax rate
Profit (+) / loss (-) before tax and before result from equity accounted investees
116.9
284.3
213.0
Theoretical tax rate
26.1%
25.9%
23.2%
Expected income tax at the theoretical tax rate
-30.5
-73.8
-49.5
Difference between theoretical and effective tax expenses
28.5
11.4
-6.8
Adjustment on deferred taxes
20.6
-8.1
-8.1
Change in tax rates
0.3
0.1
0.1
Recognition (derecognition) of tax losses
20.3
-8.2
-8.2
Adjustment on tax expenses
7.8
19.5
1.3
Expenses not deductible for tax purposes
-1.1
-0.8
-1.6
Non-taxable income
0.9
0.6
0.8
Capital gains and losses on participations
3.0
-
-9.5
Tax incentives
1.1
1.7
1.8
Use of tax losses / tax credits
1.0
16.5
16.5
Tax losses / temporary differences for which no deferred tax asset has been recorded
-0.0
-1.3
-7.0
Adjustment current tax expense previous periods
-1.2
-0.6
-0.5
Other
4.1
3.5
0.9
The theoretical aggregated weighted tax rate amounted to 26.1% in 2023 compared to 25.9% in 2022. The decrease of the effective tax rate from 21.9% to 1.7% can be explained by the recognition in 2023 of tax losses previously not recognized, mainly in the United Kingdom, Brazil and Belgium There have been no corporate income tax reforms impacting significantly the 2023 tax expense. The group operates in a number of jurisdictions which have enacted (or are expected to enact) new legislation to implement the global minimum top-up tax per December 31, 2023. The group performed a high level impact assessment using the 2022 Country-by-Country report (based on local GAAP financials and drafted with Tessenderlo Group nv as the Ultimate Parent Entity) as a basis. This assessment indicates that the group would not be materially impacted by the Pillar 2 legislation in 2022, if it would already have been in effect in that year. In most jurisdictions in which the group has a presence, at least one of the Transitional Safe Harbour tests is met. The group seeks to further improve and fine-tune its impact analysis and methodology going forward. A relevant factor will be that, as from 2023, the Country-by-Country report will be Consolidated Financial Statements (and hence IFRS) based. Since the newly enacted legislation is only effective as from January 1, 2024, there is no current tax impact for the year ended December 31, 2023. The group has applied a temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred. The majority of the current tax expense relates to the activities in the United States and the activities of T-Power nv and Picanol Group subsidiaries in Belgium. The total 2023 current tax expense amounts to -50.8 million EUR (2022: -63.7 million EUR). The income tax paid in 2023 amounts to -46.0 million EUR (2022: -74.6 million EUR). As per December 2023, the group has a current tax receivable outstanding of 15.9 million EUR (2022: 16.8 million EUR), mainly linked to advance payments made by Belgian and French subsidiaries, and a current tax payable of -2.1 million EUR (2022: -1.9 million EUR). The recognition of deferred tax assets on tax losses in 2023 (20.3 million EUR) is the result of the 2023 year-end review of the future taxable profits resulting in the recognition of a deferred tax asset on losses carried forward previously not recognized, mainly in the United Kingdom, Brazil and Belgium. The expenses not deductible for tax purposes include permanent differences such as expenses which are non-deductible under local tax laws (e.g. car expenses and meal expenses). Non-taxable income mainly includes credits for research. The 2023 capital gains on participations mainly relate to the gain realized on the sale of 654,000 Rieter Holding Ag shares (note 9 - Finance costs and income). Tax incentives in 2023 and 2022 include deductions claimed for capital expenditures in France, as well the foreign-derived intangible income (FDII) deduction in the United States. ", "dimensions": { "concept": "ifrs-full:DisclosureOfTaxReceivablesAndPayablesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-415": { "value": "11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively . The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant . ", "dimensions": { "concept": "ifrs-full:DisclosureOfPropertyPlantAndEquipmentExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-518": { "value": "11. Property, plant and equipment
2023
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2023
571.0
1,607.6
189.8
75.6
2,443.9
- change in consolidation scope
120.1
241.0
16.0
13.0
390.2
(note 4)
- dismantlement provision
0.1
0.8
-
-
0.9
- capital expenditure
23.7
23.7
3.9
125.8
177.1
- IFRS 16 new leases and lease
7.3
0.8
18.4
-
26.5
modifications
- sales and disposals
-47.3
-19.6
-26.9
-
-93.8
- transfers
4.7
49.4
5.8
-60.3
-0.5
- translation differences
-8.6
-9.0
-1.8
-1.4
-20.6
At December 31, 2023
671.0
1,894.7
205.3
152.7
2,923.6
Depreciation and impairment losses
At January 1, 2023
-333.9
-1,101.4
-119.9
0.0
-1,555.2
- change in consolidation scope
-35.9
-140.6
-10.9
-
-187.3
(note 4)
- depreciation (note 8)
-23.3
-82.1
-25.1
-
-130.5
- sales and disposals
47.1
19.3
26.8
-
93.2
- translation differences
2.6
8.6
1.1
-
12.3
At December 31, 2023
-343.4
-1,296.2
-127.9
0.0
-1,767.5
Carrying amounts
At January 1, 2023
237.1
506.2
69.9
75.6
888.7
At December 31, 2023
327.5
598.5
77.3
152.7
1,156.1
2022
Land and
Plant,
Furniture and
Assets under
buildings
machinery and
vehicles
construction
Total
(Million EUR)
equipment
Cost
At January 1, 2022
536.8
1,513.4
195.1
69.9
2,315.2
- change in consolidation scope
5.4
1.1
0.1
0.2
6.8
(acquisitions)
- dismantlement provision
0.1
0.6
-
-
0.7
- capital expenditure
6.4
22.4
1.9
82.2
112.8
- IFRS 16 new leases and lease
5.7
2.3
9.7
-
17.7
modifications
- sales and disposals
-3.0
-2.7
-27.7
-
-33.5
- transfers
13.1
54.0
8.0
-75.6
-0.5
- translation differences
6.7
16.5
2.6
-1.1
24.7
At December 31, 2022
571.0
1,607.6
189.8
75.6
2,443.9
Depreciation and impairment losses
At January 1, 2022
-313.2
-993.0
-122.5
0.0
-1,428.7
- depreciation (note 8)
-20.0
-66.6
-22.7
-
-109.3
- impairment losses (note 6/8)
-
-37.0
-
-
-37.0
- sales and disposals
2.9
2.5
27.1
-
32.5
- translation differences
-3.5
-7.3
-1.9
-
-12.7
At December 31, 2022
-333.9
-1,101.4
-119.9
0.0
-1,555.2
Carrying amounts
At January 1, 2022
223.6
520.4
72.6
69.9
886.6
At December 31, 2022
237.1
506.2
69.9
75.6
888.7
The capital expenditure on property, plant and equipment amounts to 177.1 million EUR (2022: 112.8 million EUR) and is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope relates to the acquired assets of Picanol Group (88.0 million EUR) and the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (114.9 million EUR) (note 4 - Acquisitions and disposals). The main fair value adjustments relate to: \u2022 Fair value adjustments on land (48.5 million EUR), mainly within Akiolis (operating segment Bio- valorization) and land in Belgium (non-allocated). \u2022 Fair value adjustments on buildings (7.3 million EUR), mainly within DYKA Group (operating segment Industrial Solutions). The useful life was initially estimated at 20 years (till 2038) and the related annual depreciation charges amount to -0.5 million EUR. \u2022 Fair value adjustments on plant, machinery and equipment (59.1 million EUR), mainly within Crop Vitality (operating segment Agro). The useful life was initially estimated between 10 and 20 years (till 2028 and 2038) and the related annual depreciation charges amount to -5.1 million EUR. The majority of the capital expenditure relates to: \u2022 The acquisition of, and the further investments in, the real estate and production assets of a former Spanish rendering company (Ribera d'Ondara, Lleida, Spain) (operating segment Bio- valorization). \u2022 The acquisition of production assets for the fish collagen peptides plant in Hainan (China) by PB Leiner (Hainan) Biotechnology Co. Ltd. (operating segment Bio-valorization). \u2022 The ongoing construction of a new Thio-Sul\u00ae manufacturing plant in Geleen (the Netherlands, operating segment Agro) and a new liquid fertilizer and industrial products plant in Defiance (the United States, operating segments Agro and Industrial Solutions). These factories are scheduled to be operational by mid-2024 and the end of 2024 respectively. \u2022 The ongoing construction of a new headquarter office for Picanol Group in Ieper (Belgium, operating segment Machines & Technologies). \u2022 Investments in a gasification installation of category 1 meat meals in Saint-Langis (France) by Akiolis Group (operating segment Bio-valorization) and a new organic fertilizer production line in V\u00e9n\u00e9rolles (France) by Violleau (operating segment Agro). \u2022 Further investments in production efficiency improvements, as well as in supply chain assets within DYKA Group (operating segment Industrial Solutions). \u2022 The replacement of equipment and vehicles, which were previously leased, through purchase. For the line items of the income statement in which depreciation, impairment losses and reversal of impairment losses have been recorded, refer to note 8 - Additional information on operating expenses by nature. No amounts of borrowing costs were capitalized in 2023 and 2022. The property, plant and equipment of T-Power nv (Tessenderlo, Belgium), as well as the headquarters of Tessenderlo Kerley, Inc. in Phoenix (Arizona, United States), are pledged as securities for liabilities, with a carrying amount as per year-end 2023 of 154.1 million EUR and 11.7 million EUR respectively . The carrying amount and depreciation charges related to the right-of-use assets, per asset category, is shown in table below:
(Million EUR)
Carrying amount right-of-use assets
Depreciation charges on right-of-use assets
2022
2023
2022
2022
2023
2022
Pro Forma
Pro Forma
Land and buildings
21.5
22.4
21.4
6.2
6.2
5.9
Plant, machinery and
equipment
3.7
2.5
3.7
1.9
2.0
1.9
Furniture and vehicles
25.4
30.4
23.0
13.8
12.7
12.6
Total
50.5
55.3
48.2
21.9
20.9
20.3
The carrying amount of the right-of-use assets per operating segment is shown in table below:
2023
2022
2022
(Million EUR)
Pro Forma
Agro
16.0
11.9
11.9
Bio-valorization
7.2
8.6
8.6
Industrial Solutions
24.0
22.2
22.2
Machines & Technologies
2.9
-
2.4
T-Power
0.0
0.0
0.0
Non-allocated
5.1
5.5
5.5
Tessenderlo Group
55.3
48.2
50.5
The leases consist mainly of land and buildings (mostly sales branches within the operating segment Industrial Solutions, the Akiolis headquarters in Le Mans (France) within the operating segment Bio- valorization and the Brussels (Belgium) headquarters office within Non-allocated), a large number of trucks and railcars (mainly within the operating segments Agro and Bio-valorization), as well as company cars. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal. The main leases with an estimated remaining lease term of more than 5 years mainly relate to the sales branches within Industrial Solutions (a weighted average lease term of 12 years), the Akiolis headquarters office (remaining lease term of 7 years), the Brussels headquarters office (remaining lease term of 5 years), the lease of a barge within Industrial Solutions (remaining lease term of 6 years) and land leases within Agro (remaining lease term of 29 years). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. Gross lease payments in 2023 amount to -22.4 million EUR (2022: -21.8 million EUR), which include interest charges for -1.7 million EUR (2022: -1.1 million EUR) (note 9 - Finance costs and income). The depreciation charges recognized, on a straight-line basis over the shorter of the asset\u2019s useful life and its lease term, amount to -20.9 million EUR (2022: -20.3 million EUR). The group chose not to recognize right-of-use assets and lease liabilities for low value items, mainly IT equipment and small items of office furniture, and short-term liabilities. The expense of these low value items and short-term leases is not significant . ", "dimensions": { "concept": "ifrs-full:DisclosureOfLeasesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-474": { "value": "12. Goodwill Goodwill accounts for approximately 1.1% of the group\u2019s total assets as per December 31, 2023, or 31.8 million EUR (2022: 1.4% or 32.1 million EUR). The carrying amount of goodwill per operating segment and per cash-generating is shown in the table below:
2023
2022
(Million EUR)
Pro Forma
Agro
18.5
19.1
Crop Vitality
18.5
19.1
Bio-valorization
6.8
6.8
Akiolis
2.0
2.0
PB Leiner
4.8
4.8
Industrial Solutions
6.6
6.6
DYKA Group
6.6
6.6
T-Power*
-
-
Total
31.8
32.5
* The goodwill on T-Power (9.7 million EUR) was fully impaired as per year-end 2022. The carrying amount of goodwill per operating segment and per cash-generating unit per December 31, 2022, is shown in the table below:
(Million EUR)
2022
Agro
0.6
Bio-valorization
26.3
Group Akiolis
15.0
PB Leiner America
11.3
Industrial Solutions
5.2
John Davidson Pipes
2.2
BT Nyloplast BV
3.0
T-Power*
-
Total
32.1
* The goodwill on T-Power (0.6 million EUR) was fully impaired as per year-end 2022. The acquisition accounting adjustments on goodwill applied by Picanol Group in 2019 have been adopted by Tessenderlo Group as of 2023, while the goodwill per cash-generating unit as reported per December 31, 2022 was reversed (note 4 - Acquisitions and disposals). In 2022, an impairment loss on the assets of the cash-generating unit T-Power and consequently any related goodwill was impaired as well. The group cannot foresee whether an event that triggers impairment will occur, when it will occur or how it will affect the asset values reported. The group believes that all of its estimates are reasonable. They are consistent with the internal reporting and reflect management\u2019s best estimates. The impairment testing on goodwill relies on a number of critical judgments, estimates and assumptions. Goodwill is tested for impairment on the level of its cash-generating unit and is based on value-in-use calculations. The key judgments, estimates and assumptions used in the 2023 calculations were as follows: \u2022 The cash flow projection of the first year was based on the 2024 financial budget approved by the Board of Directors. The forecasted cash flows were based on the following expectations, taking into account internal and external sources. - Estimated revenue was derived from estimated sales volumes and estimated sales prices. Sales volumes were based on past performance and management\u2019s expectation of market development. New product lines or product developments were only included when it was technically feasible to produce with the current assets. Sales prices were based on current market trends, also taking into account inflation and pricing power in the market. - Gross profit margins were based on current sales margin levels, future product mix and estimated evolution of the main raw material prices. - Indirect costs, which do not vary significantly with sales volumes or prices, were based on the current cost structure, including long term inflation forecasts and excluding unrealized future restructuring or cost saving measures. - Capital expenditures only included the cash outflows required to keep the assets in their current condition and did not include future capital expenditures significantly improving or enhancing the assets in excess of their originally assessed standard performance. \u2022 In order to calculate the terminal value, the data of the fifth year were extrapolated by using simplified assumptions such as constant volumes, combined with constant costs. The growth rate was assumed to be 1%. \u2022 Projections were made in the functional currency of the cash-generating unit and were discounted at the after-tax Weighted Average Cost of Capital (WACC) at the level of the cash- generating unit. The latter ranged between 9.1% and 9.6%. Since after-tax cash flows were incorporated into the calculation of the \u201cvalue in use\u201d of the cash-generating units, a post-tax discount rate was used in order to remain consistent. An increase of the WACC by 1% and a simultaneous reduction of total projected future cash flow by 10% would have resulted in an impairment loss for the cash generating unit Akiolis (-19 million EUR). Although the group believes that its judgments, assumptions and estimates are appropriate, actual results may differ from these estimates under different assumptions or conditions. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGoodwillExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-379": { "value": "12. Goodwill Goodwill accounts for approximately 1.1% of the group\u2019s total assets as per December 31, 2023, or 31.8 million EUR (2022: 1.4% or 32.1 million EUR). The carrying amount of goodwill per operating segment and per cash-generating is shown in the table below:
2023
2022
(Million EUR)
Pro Forma
Agro
18.5
19.1
Crop Vitality
18.5
19.1
Bio-valorization
6.8
6.8
Akiolis
2.0
2.0
PB Leiner
4.8
4.8
Industrial Solutions
6.6
6.6
DYKA Group
6.6
6.6
T-Power*
-
-
Total
31.8
32.5
* The goodwill on T-Power (9.7 million EUR) was fully impaired as per year-end 2022. The carrying amount of goodwill per operating segment and per cash-generating unit per December 31, 2022, is shown in the table below:
(Million EUR)
2022
Agro
0.6
Bio-valorization
26.3
Group Akiolis
15.0
PB Leiner America
11.3
Industrial Solutions
5.2
John Davidson Pipes
2.2
BT Nyloplast BV
3.0
T-Power*
-
Total
32.1
* The goodwill on T-Power (0.6 million EUR) was fully impaired as per year-end 2022. The acquisition accounting adjustments on goodwill applied by Picanol Group in 2019 have been adopted by Tessenderlo Group as of 2023, while the goodwill per cash-generating unit as reported per December 31, 2022 was reversed (note 4 - Acquisitions and disposals). In 2022, an impairment loss on the assets of the cash-generating unit T-Power and consequently any related goodwill was impaired as well. The group cannot foresee whether an event that triggers impairment will occur, when it will occur or how it will affect the asset values reported. The group believes that all of its estimates are reasonable. They are consistent with the internal reporting and reflect management\u2019s best estimates. The impairment testing on goodwill relies on a number of critical judgments, estimates and assumptions. Goodwill is tested for impairment on the level of its cash-generating unit and is based on value-in-use calculations. The key judgments, estimates and assumptions used in the 2023 calculations were as follows: \u2022 The cash flow projection of the first year was based on the 2024 financial budget approved by the Board of Directors. The forecasted cash flows were based on the following expectations, taking into account internal and external sources. - Estimated revenue was derived from estimated sales volumes and estimated sales prices. Sales volumes were based on past performance and management\u2019s expectation of market development. New product lines or product developments were only included when it was technically feasible to produce with the current assets. Sales prices were based on current market trends, also taking into account inflation and pricing power in the market. - Gross profit margins were based on current sales margin levels, future product mix and estimated evolution of the main raw material prices. - Indirect costs, which do not vary significantly with sales volumes or prices, were based on the current cost structure, including long term inflation forecasts and excluding unrealized future restructuring or cost saving measures. - Capital expenditures only included the cash outflows required to keep the assets in their current condition and did not include future capital expenditures significantly improving or enhancing the assets in excess of their originally assessed standard performance. \u2022 In order to calculate the terminal value, the data of the fifth year were extrapolated by using simplified assumptions such as constant volumes, combined with constant costs. The growth rate was assumed to be 1%. \u2022 Projections were made in the functional currency of the cash-generating unit and were discounted at the after-tax Weighted Average Cost of Capital (WACC) at the level of the cash- generating unit. The latter ranged between 9.1% and 9.6%. Since after-tax cash flows were incorporated into the calculation of the \u201cvalue in use\u201d of the cash-generating units, a post-tax discount rate was used in order to remain consistent. An increase of the WACC by 1% and a simultaneous reduction of total projected future cash flow by 10% would have resulted in an impairment loss for the cash generating unit Akiolis (-19 million EUR). Although the group believes that its judgments, assumptions and estimates are appropriate, actual results may differ from these estimates under different assumptions or conditions. 13. Intangible assets
2023
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2023
95.3
18.2
205.1
27.8
346.3
- change in consolidation scope (note 4)
0.6
2.7
386.6
39.3
429.2
- capital expenditure
0.3
0.4
0.6
0.1
1.4
- net change in emission allowances
-
-
-
2.8
2.8
- sales and disposals
-0.0
-0.0
-
-0.0
-0.1
- transfers
0.1
0.5
-
-0.0
0.5
- translation differences
-2.7
0.0
-7.7
-5.8
-16.1
At December 31, 2023
93.6
21.7
584.6
64.2
764.1
Amortization and impairment losses
At January 1, 2023
-70.8
-16.9
-128.5
-23.3
-239.4
- change in consolidation scope (note 4)
-0.2
-2.2
-154.7
-21.5
-178.6
- amortization (note 8)
-4.0
-0.9
-60.3
-3.0
-68.1
- sales and disposals
0.0
0.0
-
-
0.1
- translation differences
1.9
0.1
4.1
2.8
8.8
At December 31, 2023
-73.0
-20.0
-339.3
-44.9
-477.2
Carrying amounts
At January 1, 2023
24.5
1.3
76.6
4.5
107.0
At December 31, 2023
20.5
1.7
245.4
19.2
286.9
* All intangible assets have a finite useful life.
2022
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2022
71.6
17.4
201.6
27.6
318.2
- change in consolidation scope (acquisitions)
20.7
-
2.5
-
23.1
- capital expenditure
-
0.6
-
-
0.6
- net change in emission allowances
-
-
-
-1.2
-1.2
- sales and disposals
-
-0.0
-
-
-0.0
- transfers
0.1
0.3
-
0.1
0.5
- translation differences
3.0
-0.1
1.0
1.3
5.2
At December 31, 2022
95.3
18.2
205.1
27.8
346.3
Amortization and impairment losses
At January 1, 2022
-65.0
-16.4
-106.1
-21.5
-209.0
- amortization (note 8)
-2.9
-0.6
-21.4
-0.5
-25.4
- sales and disposals
-
0.0
-
-
0.0
- translation differences
-2.8
0.1
-1.0
-1.3
-5.0
At December 31, 2022
-70.8
-16.9
-128.5
-23.3
-239.4
Carrying amounts
At January 1, 2022
6.6
1.0
95.6
6.1
109.2
At December 31, 2022
24.5
1.3
76.6
4.5
107.0
* All intangible assets have a finite useful life. The capital expenditure on intangible assets is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope (250.6 million EUR) mainly relates to the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The main fair value adjustments relate to customer lists (231.9 million EUR) and other intangible assets (trademarks for 15.0 million EUR) related to Crop Vitality and Novasource (operating segment Agro), PB Leiner (operating segment Bio-valorization) and DYKA Group (operating segment Industrial Solutions). The useful life of these intangible assets was initially estimated at 10 years (till 2028) (note 8 - Additional information on operating expenses by nature). The capital expenditure in 2023 mainly relates to the acquisition of the marketing and sales activities for ammonium thiosulfate (ATS) fertilizers produced by Esseco Srl (part of Esseco Group) in Trecate, Italy. The deal became operational in March 2023, and the fertilizers are marketed by the Tessenderlo Kerley International business unit (operating segment Agro). The yearly amortization charge on the customer lists can be mainly explained by: \u2022 The amortization expenses (-38.7 million EUR) on the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019, as explained above. \u2022 The amortization of the customer list of T-Power nv (-21.1 million EUR). This customer list was recognized in 2018, after the acquisition of T-Power nv, for an amount of 163.7 million EUR and represents the fair value of a tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026) for the full capacity of the plant. This customer list is amortized over the remaining duration of the tolling agreement and has been pledged as security for liabilities. No borrowing costs were capitalized during 2023 and 2022. The other intangible assets with finite useful lives mainly consist of emission allowances purchased for own use, know-how, product labels, trademarks and land-use rights. The product labels and the know- how are amortized on a straight-line basis over 10 to 20 years. The net change in emission allowances for +2.8 million EUR (2022: -1.2 million EUR) mainly relates to emission allowances acquired to cover operational emissions for products exposed to carbon leakage. As per December 31, 2023, the carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR (2022: 0.9 million EUR). See note 8 - Additional information on operating expenses by nature for the line items of the income statement in which amortization, impairment losses and reversal of impairment losses have been recorded.", "dimensions": { "concept": "ifrs-full:DisclosureOfIntangibleAssetsAndGoodwillExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-416": { "value": "13. Intangible assets
2023
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2023
95.3
18.2
205.1
27.8
346.3
- change in consolidation scope (note 4)
0.6
2.7
386.6
39.3
429.2
- capital expenditure
0.3
0.4
0.6
0.1
1.4
- net change in emission allowances
-
-
-
2.8
2.8
- sales and disposals
-0.0
-0.0
-
-0.0
-0.1
- transfers
0.1
0.5
-
-0.0
0.5
- translation differences
-2.7
0.0
-7.7
-5.8
-16.1
At December 31, 2023
93.6
21.7
584.6
64.2
764.1
Amortization and impairment losses
At January 1, 2023
-70.8
-16.9
-128.5
-23.3
-239.4
- change in consolidation scope (note 4)
-0.2
-2.2
-154.7
-21.5
-178.6
- amortization (note 8)
-4.0
-0.9
-60.3
-3.0
-68.1
- sales and disposals
0.0
0.0
-
-
0.1
- translation differences
1.9
0.1
4.1
2.8
8.8
At December 31, 2023
-73.0
-20.0
-339.3
-44.9
-477.2
Carrying amounts
At January 1, 2023
24.5
1.3
76.6
4.5
107.0
At December 31, 2023
20.5
1.7
245.4
19.2
286.9
* All intangible assets have a finite useful life.
2022
Concessions,
Customer
Other
patents,
Software
lists
intangible
Total*
(Million EUR)
licenses
assets
Cost
At January 1, 2022
71.6
17.4
201.6
27.6
318.2
- change in consolidation scope (acquisitions)
20.7
-
2.5
-
23.1
- capital expenditure
-
0.6
-
-
0.6
- net change in emission allowances
-
-
-
-1.2
-1.2
- sales and disposals
-
-0.0
-
-
-0.0
- transfers
0.1
0.3
-
0.1
0.5
- translation differences
3.0
-0.1
1.0
1.3
5.2
At December 31, 2022
95.3
18.2
205.1
27.8
346.3
Amortization and impairment losses
At January 1, 2022
-65.0
-16.4
-106.1
-21.5
-209.0
- amortization (note 8)
-2.9
-0.6
-21.4
-0.5
-25.4
- sales and disposals
-
0.0
-
-
0.0
- translation differences
-2.8
0.1
-1.0
-1.3
-5.0
At December 31, 2022
-70.8
-16.9
-128.5
-23.3
-239.4
Carrying amounts
At January 1, 2022
6.6
1.0
95.6
6.1
109.2
At December 31, 2022
24.5
1.3
76.6
4.5
107.0
* All intangible assets have a finite useful life. The capital expenditure on intangible assets is presented per operating segment in note 3 - Segment reporting. The change in consolidation scope (250.6 million EUR) mainly relates to the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019 and adopted by Tessenderlo Group as of 2023 (note 4 - Acquisitions and disposals). The main fair value adjustments relate to customer lists (231.9 million EUR) and other intangible assets (trademarks for 15.0 million EUR) related to Crop Vitality and Novasource (operating segment Agro), PB Leiner (operating segment Bio-valorization) and DYKA Group (operating segment Industrial Solutions). The useful life of these intangible assets was initially estimated at 10 years (till 2028) (note 8 - Additional information on operating expenses by nature). The capital expenditure in 2023 mainly relates to the acquisition of the marketing and sales activities for ammonium thiosulfate (ATS) fertilizers produced by Esseco Srl (part of Esseco Group) in Trecate, Italy. The deal became operational in March 2023, and the fertilizers are marketed by the Tessenderlo Kerley International business unit (operating segment Agro). The yearly amortization charge on the customer lists can be mainly explained by: \u2022 The amortization expenses (-38.7 million EUR) on the acquisition accounting adjustments applied by Picanol Group on Tessenderlo Group on January 1, 2019, as explained above. \u2022 The amortization of the customer list of T-Power nv (-21.1 million EUR). This customer list was recognized in 2018, after the acquisition of T-Power nv, for an amount of 163.7 million EUR and represents the fair value of a tolling agreement which was concluded with RWE group for a period of 15 years (until June 2026) for the full capacity of the plant. This customer list is amortized over the remaining duration of the tolling agreement and has been pledged as security for liabilities. No borrowing costs were capitalized during 2023 and 2022. The other intangible assets with finite useful lives mainly consist of emission allowances purchased for own use, know-how, product labels, trademarks and land-use rights. The product labels and the know- how are amortized on a straight-line basis over 10 to 20 years. The net change in emission allowances for +2.8 million EUR (2022: -1.2 million EUR) mainly relates to emission allowances acquired to cover operational emissions for products exposed to carbon leakage. As per December 31, 2023, the carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR (2022: 0.9 million EUR). See note 8 - Additional information on operating expenses by nature for the line items of the income statement in which amortization, impairment losses and reversal of impairment losses have been recorded.", "dimensions": { "concept": "ifrs-full:DisclosureOfIntangibleAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-530": { "value": "14. Investments accounted for using the equity method, other investments and guarantees Investments accounted for using the equity method consist of joint-ventures. The joint-ventures of the group are:
Ownership
Country
2023
2022
Jupiter Sulphur LLC
US
50%
50%
PB Shengda (Zhejiang) Biotechnology Co., Ltd
China
-
50%
\u00c9tablissements Michel SAS
France
50%
50%
Jupiter Sulphur LLC is a joint-venture between Phillips 66 Inc. and Tessenderlo Kerley, Inc.. The joint- venture performs sulfur recovery and manufactures sulfur-based products, which are sold to Tessenderlo Kerley, Inc. Currently Jupiter Sulphur LLC owns and manages two facilities in the United States, located in Ponca City (Oklahoma) and Billings (Montana). PB Shengda (Zhejiang) Biotechnology Co., Ltd, a 50% joint-venture between Tessenderlo Group and Zhejiang Shengda Ocean Co., Ltd, a Chinese state-owned company was dissolved in 2023. In 2023 the group recovered 0.9 million EUR of its investment (carrying amount as per December 31, 2022: 0.7 million EUR). \u00c9tablissements Michel SAS is a 50% joint-venture between Akiolis Group (operating segment Bio- valorization) and a French private equity shareholder. The company is engaged in the production of live bait and owns one production facility in France, located in Villeneuve La Rivi\u00e8re. Akiolis Group provides raw materials from rendering used for the production of maggots and moths. The carrying amount of the investments accounted for using the equity method is as follows:
(Million EUR)
2023
2022
Jupiter Sulphur LLC
22.8
24.7
PB Shengda (Zhejiang) Biotechnology Co., Ltd
-
0.7
\u00c9tablissements Michel SAS
0.8
0.8
Total
23.6
26.2
None of the group\u2019s equity-accounted investees are publicly listed entities and consequentially they do not have published price quotations. Summary of financial information on investments accounted for using the equity method at 100% at December 31:
(Million EUR)
2023
2022
Non-current assets
91.4
103.9
Current assets
23.4
29.7
Total assets
114.8
133.7
Equity
47.2
54.0
Non-current liabilities
11.7
16.8
Current liabilities
55.9
63.0
Total equity and liabilities
114.8
133.7
Revenue
77.5
104.0
Cost of sales
-77.5
-88.6
Gross profit
-0.1
15.5
EBIT (Profit (+) / loss (-) from operations)
-1.4
13.6
Finance (costs) / income - net
-0.2
-0.6
Profit (+) / loss (-) before tax
-1.6
13.1
Profit (+) / loss (-) for the period
-1.1
9.6
Total comprehensive income for the period
-1.1
9.6
The decrease of the profit (+) / loss (-) for the period (-1.1 million EUR) is mainly related to the evolution of the results of Jupiter Sulphur LLC, which were impacted by lower sulfur pricing. The \u201cOther investments and guarantees\u201d (12.2 million EUR) mainly relate to: \u2022 The investment in Rieter Holding Ag (SWX: RIEN) (5.3 million EUR). Through the acquisition of Picanol Group (note 4 - Acquisitions and disposals), the group acquired 708,262 shares of Rieter Holding Ag. In April 2023, the group sold 654,000 shares (which is equivalent to a participation of 14%) for an amount of +80.7 million EUR, resulting in a gain of +11.3 million EUR (note 9 - Finance costs and income). After this sale the group still holds 54,262 shares (1.17% of the total number of outstanding shares of Rieter Holding AG). The remaining investment was revalued at the quoted bid price (90.1 CHF) as per December 31, 2023, leading to the recognition of a loss of -0.5 million EUR (note 9 - Finance costs and income). \u2022 A loan granted by Tessenderlo Kerley, Inc.. The loan of 11.0 million USD loan was granted to the joint-venture Jupiter Sulphur LLC, which was fully drawn in the period over 2017 and 2018, and which remains outstanding for 6.3 million USD (5.7 million EUR) as per December 31, 2023. Jupiter Sulphur LLC obtained the same amount from the other joint-venture partner. The loan is interest bearing (3.0%) and outstanding till December 2026 at the latest, whereby the cash needs in Jupiter Sulphur LLC will be taken into account. The granted loan is included in \u201cOther investments and guarantees\u201d in the group\u2019s consolidated statement of financial position. The related interest income is considered to be insignificant and is not eliminated ", "dimensions": { "concept": "ifrs-full:DisclosureOfInvestmentsAccountedForUsingEquityMethodExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-417": { "value": "16. Trade and other receivables
2023
2022
2022
(Million EUR)
note
Pro Forma
Non-current trade and other receivables
Trade receivables
0.8
0.0
1.6
-
Gross trade receivables
0.8
-
1.6
-
Amounts written off
-
-
-
Other receivables
17.8
4.3
4.4
Receivables from related parties
29
0.0
0.0
0.0
Assets related to employee benefit schemes
23
7.5
10.2
10.2
Total
26.1
14.5
16.1
The increase of the non-current other receivables is mainly related to the recognition of the long term portion of the deferred payment (to be received in 2025 and 2026) and the contingent consideration related to the sale of 40% of the shares of PB Brasil Industria e Comercio de Gelatinas Ltda (note 4 - Acquisitions and disposals). The assets related to employee benefit schemes concern the net pension assets of the UK and US pension funds where the pension assets are higher than the pension liabilities (note 23 - Employee benefits).
2023
2022
2022
(Million EUR)
note
Pro Forma
Current trade and other receivables
Trade receivables
388.7
373.4
461.4
-
Gross trade receivables
393.0
377.2
466.0
-
Amounts written off
-4.3
-3.8
-4.6
Other receivables
66.3
37.2
53.9
Prepayments
1.7
1.5
2.6
Receivables from related parties
29
0.4
0.8
0.8
Total
457.0
412.9
518.7
Receivables from related parties mainly concern receivables from joint-ventures (note 29 - Related parties). The decrease in current trade receivables compared to 2022 Pro Forma is mainly due to a lower activity as well as timing of customer payments. The ageing of the gross trade receivables and amounts written off is disclosed in the section \u201cCredit risk\u201d of note 26 - Financial instruments. The current other receivables mainly relate to other tax and VAT receivables for 26.4 million EUR (2022: 25.8 million EUR). They also include Chinese bank notes (operating segment Machines & Technologies), which are receivables with banks with a term of more than 3 months, for 13.5 million EUR in 2023 (2022 Pro Forma: 7.6 million EUR). Furthermore, it includes the current portion of the deferred payment (5.3 million USD or 4.8 million EUR) related to the sale of 40% of the shares of PB Brasil Industria e Comercio de Gelatinas Ltda (already received in January 2024). The non-recourse factoring program is suspended since 2015. There was no cash received under non- recourse factoring agreements, whereby trade receivables were sold at their nominal value minus a discount in exchange for cash. ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-446": { "value": "17. Inventories
2023
2022
2022
(Million EUR)
Pro Forma
Raw materials
134.9
92.6
163.6
Work in progress
21.5
14.3
24.9
Finished goods
367.7
379.3
399.1
Goods purchased for resale
60.4
66.5
66.5
Spare parts
20.0
14.3
20.4
Total
604.5
566.9
674.4
The decrease in inventories compared to 2022 Pro Forma can be mainly explained by the decrease of the stock volumes as well as by the decrease of raw material and energy prices in 2023 compared to 2022. There are no inventories pledged as security. In 2023 inventories for 2,295.0 million EUR (2022: 1,860.2 million EUR or 2022 Pro Forma: 2,368.4 million EUR) were recognized as an expense during the year and included in the line-item cost of sales within the income statement. Inventories are stated at the lower of cost and net realizable value. The calculation of a potential write- off is based on experience and on the assessment of market circumstances. The write down, included in cost of sales, amounts to -28.4 million EUR in 2023 (2022: -10.3 million EUR) (note 3 - Segment reporting). The group expects to recover or settle the inventory, available as per December 31, 2023, within the next twelve months, except for the inventory of non-strategic spare parts. These spare parts will be used whenever deemed necessary. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInventoriesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-475": { "value": "18. Cash and cash equivalents
(Million EUR)
note
2023
2022
Term accounts
26
94.2
92.0
Current accounts
26
82.8
64.1
Cash and cash equivalents
177.0
156.1
Bank overdrafts
22/26
-0.1
-0.1
Cash and cash equivalents in the statement of cash flows
176.9
156.0
The term accounts (94.2 million EUR) have a maximum maturity of 1 month. As per December 31, 2023, the cash and cash equivalents include 21.8 million USD or 19.7 million EUR (2022: 16.7 million USD or 15.7 million EUR). As per December 31, 2023, three long term bank deposits are outstanding for a total amount of 70.0 million EUR (2022: 50.0 million EUR), of which 60.0 million EUR will mature in October 2025 and 10.0 million EUR in December 2025. The counterparty is a highly rated international bank. The deposits have an original duration of 2 years. As the deposits had an initial maturity of more than 12 months, they were not included within \u201cCash and cash equivalents\u201d, but in \u201cLong term investments\u201d. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCashAndCashEquivalentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-519": { "value": "19. Equity Issued capital and share premium
Shares
2023
2022
On issue at January 1
43,154,979
43,154,979
Shares issued on January 2, 2023
41,428,134
-
Shares issued on February 10, 2023
603,307
-
Shares issued on March 17, 2023
286,342
-
Cancellation of shares on December 14, 2023
-1,083,003
-
On issue at December 31 - fully paid
84,389,759
43,154,979
Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, 42,317,783 new shares have been issued in 2023 (note 4 - Acquisitions and disposals). Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided to cancel 1,083,003 treasury shares in December 2023, purchased under the share repurchase program launched in March 2023. Following these transactions, the denominator changed from 43,154,979 shares to 84,389,759 shares. The number of shares comprised 63,512,417 registered shares (2022: 25,105,436) and 20,877,342 ordinary shares (2022: 18,049,543). The shares are without nominal value. The holders of Tessenderlo Group nv shares are entitled to receive dividends as declared. In accordance with article 7:53 of the Belgian Code of Companies and Associations, the extraordinary meeting of shareholders of July 10, 2019 has decided to introduce a loyalty voting right for each fully paid-up share that has continuously been registered in the share register on the name of the same shareholder for at least two years. The number of voting rights amounted to 109,147,812 as per December 31, 2023 (2022: 66,278,726), of which 43,665,089 were suspended because these related to own shares (2022: 43,398). The Board of Directors\u2019 proposal to distribute a gross dividend of 0.75 EUR per share for the financial year 2022 was approved by the shareholders of Tessenderlo Group nv at the shareholders\u2019 meeting of Tessenderlo Group nv on May 9, 2023. No new offering of shares to be subscribed by staff took place in 2023. Authorized capital According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to increase the share capital, in one or more times, up to an amount of 108,115,931 EUR, in accordance with the provisions set out in the Belgian Companies Code and the articles of association of the company. The Board of Directors is also authorized, with right of substitution, to amend the company\u2019s articles of association in accordance with the capital increase that was decided within the scope of the authorized capital. The authority to increase the capital by the Board of Directors will expire on May 19, 2027. Repurchase of own shares As per December 31, 2022 the group owned 31,503 own shares or 0.073% of the total number of 43,154,979 issued shares at that date. Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, the group acquired the own shares held by Picanol Group (Picanol Group was holding 21,860,003 shares of Tessenderlo Group at the moment of the combination through its subsidiary Verbrugge nv, which merged into Picanol nv as of July 31, 2023). The group intends to cancel these shares in 2024. According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to acquire, in accordance with the conditions set by the law, the company\u2019s shares, profit-sharing certificates or certificates relating thereto for the account of the company, without the company being allowed to own shares representing more than 20% of its capital and at a price ranging between minimum 20% below the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities and maximum 20% above the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities. With reference to Article 7:215 \u00a7 1 of the Companies and Associations Code and Article 8:4 of the Royal Decree of April 29, 2019, implementing the Companies and Associations Code, the group started a share repurchase program and bought in 2023 1,149,000 of its own shares. Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided on December 14, 2023 to cancel 1,083,003 treasury shares purchased under the share repurchase program. As per December 31, 2023, the group owns 21,957,503 own shares or 26.02% of the total number of 84,389,759 issued shares. In accordance with art 7:217 \u00a71 of the Companies and Associations Code, the voting rights attached to the treasury shares held by the company or its subsidiaries are suspended. As per December 31, 2023, the share price of Tessenderlo Group nv amounted to 28.25 EUR . Legal reserves According to Belgian law, 5% of the statutory net income of a Belgian company must be transferred each year to a legal reserve until the legal reserve reaches 10% of the issued capital. At balance sheet date, the legal reserve of the company amounts to 21.6 million EUR. Generally, this reserve cannot be distributed to the shareholders other than upon liquidation. The amount of dividends payable to Tessenderlo Group nv by its operating subsidiaries is subject to general limitations imposed by the corporate laws, capital transfer restrictions and exchange control restrictions of the respective jurisdictions where those subsidiaries are organized and operate. There are no other significant restrictions. Dividends paid to the company by certain of its subsidiaries are also subject to withholding taxes. Translation reserves The translation reserves comprise all foreign exchange differences arising from the translation of the financial statements of foreign operations. Hedging reserves The hedging reserves comprise the effective portion of the cumulative net change in the fair value of cash flow hedges to the extent the hedged risk has not yet impacted the income statement. Dividends After the balance sheet date, the Board of Directors will propose to the shareholders at the Annual Shareholders\u2019 meeting of May 14, 2024, to approve a gross dividend per share of 0.75 EUR. The dividend has not been accounted for. Capital Management The Board of Directors\u2019 policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of the issued capital, share premium and reserves. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with borrowings and the advantages and security afforded by a strong capital position. The gearing ratio 35 at the end of 2023 is -0.5% (2022: 4.1%), as the group has a net cash position of 10.1 million EUR as per December 31, 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfShareCapitalReservesAndOtherEquityInterestExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-497": { "value": "19. Equity Issued capital and share premium
Shares
2023
2022
On issue at January 1
43,154,979
43,154,979
Shares issued on January 2, 2023
41,428,134
-
Shares issued on February 10, 2023
603,307
-
Shares issued on March 17, 2023
286,342
-
Cancellation of shares on December 14, 2023
-1,083,003
-
On issue at December 31 - fully paid
84,389,759
43,154,979
Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, 42,317,783 new shares have been issued in 2023 (note 4 - Acquisitions and disposals). Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided to cancel 1,083,003 treasury shares in December 2023, purchased under the share repurchase program launched in March 2023. Following these transactions, the denominator changed from 43,154,979 shares to 84,389,759 shares. The number of shares comprised 63,512,417 registered shares (2022: 25,105,436) and 20,877,342 ordinary shares (2022: 18,049,543). The shares are without nominal value. The holders of Tessenderlo Group nv shares are entitled to receive dividends as declared. In accordance with article 7:53 of the Belgian Code of Companies and Associations, the extraordinary meeting of shareholders of July 10, 2019 has decided to introduce a loyalty voting right for each fully paid-up share that has continuously been registered in the share register on the name of the same shareholder for at least two years. The number of voting rights amounted to 109,147,812 as per December 31, 2023 (2022: 66,278,726), of which 43,665,089 were suspended because these related to own shares (2022: 43,398). The Board of Directors\u2019 proposal to distribute a gross dividend of 0.75 EUR per share for the financial year 2022 was approved by the shareholders of Tessenderlo Group nv at the shareholders\u2019 meeting of Tessenderlo Group nv on May 9, 2023. No new offering of shares to be subscribed by staff took place in 2023. Authorized capital According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to increase the share capital, in one or more times, up to an amount of 108,115,931 EUR, in accordance with the provisions set out in the Belgian Companies Code and the articles of association of the company. The Board of Directors is also authorized, with right of substitution, to amend the company\u2019s articles of association in accordance with the capital increase that was decided within the scope of the authorized capital. The authority to increase the capital by the Board of Directors will expire on May 19, 2027. Repurchase of own shares As per December 31, 2022 the group owned 31,503 own shares or 0.073% of the total number of 43,154,979 issued shares at that date. Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, the group acquired the own shares held by Picanol Group (Picanol Group was holding 21,860,003 shares of Tessenderlo Group at the moment of the combination through its subsidiary Verbrugge nv, which merged into Picanol nv as of July 31, 2023). The group intends to cancel these shares in 2024. According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to acquire, in accordance with the conditions set by the law, the company\u2019s shares, profit-sharing certificates or certificates relating thereto for the account of the company, without the company being allowed to own shares representing more than 20% of its capital and at a price ranging between minimum 20% below the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities and maximum 20% above the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities. With reference to Article 7:215 \u00a7 1 of the Companies and Associations Code and Article 8:4 of the Royal Decree of April 29, 2019, implementing the Companies and Associations Code, the group started a share repurchase program and bought in 2023 1,149,000 of its own shares. Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided on December 14, 2023 to cancel 1,083,003 treasury shares purchased under the share repurchase program. As per December 31, 2023, the group owns 21,957,503 own shares or 26.02% of the total number of 84,389,759 issued shares. In accordance with art 7:217 \u00a71 of the Companies and Associations Code, the voting rights attached to the treasury shares held by the company or its subsidiaries are suspended. As per December 31, 2023, the share price of Tessenderlo Group nv amounted to 28.25 EUR . Legal reserves According to Belgian law, 5% of the statutory net income of a Belgian company must be transferred each year to a legal reserve until the legal reserve reaches 10% of the issued capital. At balance sheet date, the legal reserve of the company amounts to 21.6 million EUR. Generally, this reserve cannot be distributed to the shareholders other than upon liquidation. The amount of dividends payable to Tessenderlo Group nv by its operating subsidiaries is subject to general limitations imposed by the corporate laws, capital transfer restrictions and exchange control restrictions of the respective jurisdictions where those subsidiaries are organized and operate. There are no other significant restrictions. Dividends paid to the company by certain of its subsidiaries are also subject to withholding taxes. Translation reserves The translation reserves comprise all foreign exchange differences arising from the translation of the financial statements of foreign operations. Hedging reserves The hedging reserves comprise the effective portion of the cumulative net change in the fair value of cash flow hedges to the extent the hedged risk has not yet impacted the income statement. Dividends After the balance sheet date, the Board of Directors will propose to the shareholders at the Annual Shareholders\u2019 meeting of May 14, 2024, to approve a gross dividend per share of 0.75 EUR. The dividend has not been accounted for. Capital Management The Board of Directors\u2019 policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of the issued capital, share premium and reserves. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with borrowings and the advantages and security afforded by a strong capital position. The gearing ratio 35 at the end of 2023 is -0.5% (2022: 4.1%), as the group has a net cash position of 10.1 million EUR as per December 31, 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfReservesAndOtherEquityInterestExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-380": { "value": "19. Equity Issued capital and share premium
Shares
2023
2022
On issue at January 1
43,154,979
43,154,979
Shares issued on January 2, 2023
41,428,134
-
Shares issued on February 10, 2023
603,307
-
Shares issued on March 17, 2023
286,342
-
Cancellation of shares on December 14, 2023
-1,083,003
-
On issue at December 31 - fully paid
84,389,759
43,154,979
Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, 42,317,783 new shares have been issued in 2023 (note 4 - Acquisitions and disposals). Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided to cancel 1,083,003 treasury shares in December 2023, purchased under the share repurchase program launched in March 2023. Following these transactions, the denominator changed from 43,154,979 shares to 84,389,759 shares. The number of shares comprised 63,512,417 registered shares (2022: 25,105,436) and 20,877,342 ordinary shares (2022: 18,049,543). The shares are without nominal value. The holders of Tessenderlo Group nv shares are entitled to receive dividends as declared. In accordance with article 7:53 of the Belgian Code of Companies and Associations, the extraordinary meeting of shareholders of July 10, 2019 has decided to introduce a loyalty voting right for each fully paid-up share that has continuously been registered in the share register on the name of the same shareholder for at least two years. The number of voting rights amounted to 109,147,812 as per December 31, 2023 (2022: 66,278,726), of which 43,665,089 were suspended because these related to own shares (2022: 43,398). The Board of Directors\u2019 proposal to distribute a gross dividend of 0.75 EUR per share for the financial year 2022 was approved by the shareholders of Tessenderlo Group nv at the shareholders\u2019 meeting of Tessenderlo Group nv on May 9, 2023. No new offering of shares to be subscribed by staff took place in 2023. Authorized capital According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to increase the share capital, in one or more times, up to an amount of 108,115,931 EUR, in accordance with the provisions set out in the Belgian Companies Code and the articles of association of the company. The Board of Directors is also authorized, with right of substitution, to amend the company\u2019s articles of association in accordance with the capital increase that was decided within the scope of the authorized capital. The authority to increase the capital by the Board of Directors will expire on May 19, 2027. Repurchase of own shares As per December 31, 2022 the group owned 31,503 own shares or 0.073% of the total number of 43,154,979 issued shares at that date. Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, the group acquired the own shares held by Picanol Group (Picanol Group was holding 21,860,003 shares of Tessenderlo Group at the moment of the combination through its subsidiary Verbrugge nv, which merged into Picanol nv as of July 31, 2023). The group intends to cancel these shares in 2024. According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to acquire, in accordance with the conditions set by the law, the company\u2019s shares, profit-sharing certificates or certificates relating thereto for the account of the company, without the company being allowed to own shares representing more than 20% of its capital and at a price ranging between minimum 20% below the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities and maximum 20% above the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities. With reference to Article 7:215 \u00a7 1 of the Companies and Associations Code and Article 8:4 of the Royal Decree of April 29, 2019, implementing the Companies and Associations Code, the group started a share repurchase program and bought in 2023 1,149,000 of its own shares. Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided on December 14, 2023 to cancel 1,083,003 treasury shares purchased under the share repurchase program. As per December 31, 2023, the group owns 21,957,503 own shares or 26.02% of the total number of 84,389,759 issued shares. In accordance with art 7:217 \u00a71 of the Companies and Associations Code, the voting rights attached to the treasury shares held by the company or its subsidiaries are suspended. As per December 31, 2023, the share price of Tessenderlo Group nv amounted to 28.25 EUR Legal reserves According to Belgian law, 5% of the statutory net income of a Belgian company must be transferred each year to a legal reserve until the legal reserve reaches 10% of the issued capital. At balance sheet date, the legal reserve of the company amounts to 21.6 million EUR. Generally, this reserve cannot be distributed to the shareholders other than upon liquidation. The amount of dividends payable to Tessenderlo Group nv by its operating subsidiaries is subject to general limitations imposed by the corporate laws, capital transfer restrictions and exchange control restrictions of the respective jurisdictions where those subsidiaries are organized and operate. There are no other significant restrictions. Dividends paid to the company by certain of its subsidiaries are also subject to withholding taxes. Translation reserves The translation reserves comprise all foreign exchange differences arising from the translation of the financial statements of foreign operations. Hedging reserves The hedging reserves comprise the effective portion of the cumulative net change in the fair value of cash flow hedges to the extent the hedged risk has not yet impacted the income statement. Dividends After the balance sheet date, the Board of Directors will propose to the shareholders at the Annual Shareholders\u2019 meeting of May 14, 2024, to approve a gross dividend per share of 0.75 EUR. The dividend has not been accounted for. Capital Management The Board of Directors\u2019 policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of the issued capital, share premium and reserves. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with borrowings and the advantages and security afforded by a strong capital position. The gearing ratio 35 at the end of 2023 is -0.5% (2022: 4.1%), as the group has a net cash position of 10.1 million EUR as per December 31, 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfIssuedCapitalExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-447": { "value": "Repurchase of own shares As per December 31, 2022 the group owned 31,503 own shares or 0.073% of the total number of 43,154,979 issued shares at that date. Following the combination of Tessenderlo Group and Picanol Group into one large industrial group, the group acquired the own shares held by Picanol Group (Picanol Group was holding 21,860,003 shares of Tessenderlo Group at the moment of the combination through its subsidiary Verbrugge nv, which merged into Picanol nv as of July 31, 2023). The group intends to cancel these shares in 2024. According to the decision of the extraordinary general meeting of May 10, 2022, the Board of Directors was granted the authority, for a period of 5 years from the publication of the authorization in the Annex to the Belgian State Gazette, to acquire, in accordance with the conditions set by the law, the company\u2019s shares, profit-sharing certificates or certificates relating thereto for the account of the company, without the company being allowed to own shares representing more than 20% of its capital and at a price ranging between minimum 20% below the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities and maximum 20% above the average closing price of the company\u2019s share during the last 30 trading days preceding the board\u2019s resolution to acquire such securities. With reference to Article 7:215 \u00a7 1 of the Companies and Associations Code and Article 8:4 of the Royal Decree of April 29, 2019, implementing the Companies and Associations Code, the group started a share repurchase program and bought in 2023 1,149,000 of its own shares. Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided on December 14, 2023 to cancel 1,083,003 treasury shares purchased under the share repurchase program. As per December 31, 2023, the group owns 21,957,503 own shares or 26.02% of the total number of 84,389,759 issued shares. In accordance with art 7:217 \u00a71 of the Companies and Associations Code, the voting rights attached to the treasury shares held by the company or its subsidiaries are suspended. As per December 31, 2023, the share price of Tessenderlo Group nv amounted to 28.25 EUR . ", "dimensions": { "concept": "ifrs-full:DisclosureOfTreasurySharesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-448": { "value": "Dividends After the balance sheet date, the Board of Directors will propose to the shareholders at the Annual Shareholders\u2019 meeting of May 14, 2024, to approve a gross dividend per share of 0.75 EUR. The dividend has not been accounted for. ", "dimensions": { "concept": "ifrs-full:DisclosureOfDividendsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-476": { "value": "Capital Management The Board of Directors\u2019 policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of the issued capital, share premium and reserves. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with borrowings and the advantages and security afforded by a strong capital position. The gearing ratio 35 at the end of 2023 is -0.5% (2022: 4.1%), as the group has a net cash position of 10.1 million EUR as per December 31, 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfObjectivesPoliciesAndProcessesForManagingCapitalExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-449": { "value": "20. Earnings per share Basic earnings per share The calculation of the basic earnings per share is based on the profit attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding during the year. The weighted average number of ordinary shares and the earnings per share are calculated as follows:
2023
2022
Number of ordinary shares at January 1
43,154,979
43,154,979
Effect of shares issued
42,079,328
-
Effect of own shares
-22,177,165
-60,426
Adjusted weighted average number of ordinary shares at December 31
63,057,142
43,094,553
Profit (+) / loss (-) attributable to equity holders of the company (million EUR)
109.5
226.9
Basic earnings per share (in EUR)
1.74
5.26
The adjusted weighted average number of ordinary shares at December 31 takes into account the effect of shares issued and own shares held by the group, which is based on the weighted average number of issued or owned shares during the accounting period. As per December 31, 2022, the group owned 31,503 own shares. 42,317,783 shares were issued in 2023 following the combination of Tessenderlo Group and Picanol Group into one large industrial group (note 4 - Acquisitions and disposals and note 19 - Equity) while no shares were issued in 2022. At the moment of the combination of both companies, Picanol Group, through its wholly owned subsidiary Verbrugge nv, held 21,860,003 shares of Tessenderlo Group through its subsidiary Verbrugge nv (Verbrugge nv merged into Picanol nv as of July 31, 2023). With reference to Article 7:215 \u00a7 1 of the Companies and Associations Code and Article 8:4 of the Royal Decree of April 29, 2019, implementing the Companies and Associations Code, the group started a share repurchase program and bought in 2023 1,149,000 of its own shares. Pursuant to the authorization granted by the extraordinary general meeting of May 10, 2022, the Board of Directors of Tessenderlo Group nv decided on December 14, 2023 to cancel 1,083,003 treasury shares purchased under the share repurchase program. As per December 31, 2023 the group owns 21,957,503 own shares (26.02% of the total number of issued shares). Diluted earnings per share The calculation of diluted earnings per share is based on the profit attributable to ordinary shareholders and the diluted weighted average number of ordinary shares outstanding during the year. Potential ordinary shares are treated as dilutive when, and only when, their conversion to ordinary shares would decrease earnings per share or increase loss per share. As there are no warrants outstanding, there is no dilution of the shares. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEarningsPerShareExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-477": { "value": "21. Non-controlling interest The detail of the non-controlling interest in subsidiaries of the group is as follows:
Non-controlling interest percentage
Country
2023
2022
Environmentally Clean Systems LLC
US
30.99%
30.99%
ECS Myton, LLC
US
49.00%
49.00%
PB Leiner (Hainan) Biotechnnology Co. Ltd
China
20.00%
20.00%
PB Brasil Industria e Comercio de Gelatinas Ltda
Brazil
40.00%
-
The profit (+) / loss (-) for the period attributable to non-controlling interests amounts to 4.9 million EUR (2022: -0.1 million EUR), while the comprehensive income attributable to non-controlling interests amounts to 5.4 million EUR (2022: -0.0 million EUR). Summary financial information of subsidiaries with a non-controlling interest at 100% as per December 31:
(Million EUR)
2023
2022
Non-current assets
27.2
0.4
Current assets
45.0
9.6
Total assets
72.3
10.0
Equity
45.8
1.5
Non-current liabilities
5.8
0.7
Current liabilities
20.7
7.7
Total equity and liabilities
72.3
10.0
Revenue
49.8
-
Cost of sales
-32.2
-
Gross profit
17.6
-
Adjusted EBIT
10.0
-0.0
EBIT (Profit (+) / loss (-) from operations)
10.0
-0.4
Finance (costs) / income - net
-1.1
0.0
Profit (+) / loss (-) before tax
8.9
-0.4
Profit (+) / loss (-) for the period
11.9
-0.3
In January 2023, D&D Participa\u00e7\u00f5es Societ\u00e1rias acquired a 40% minority stake in the shares of PB Brasil Industria e Comercio de Gelatinas Ltda (note 4 - Acquisitions and disposals). In accordance with IFRS 10 Consolidated Financial Statements, the group concluded that this transaction did not involve the loss of control. As a result, the gain realized on the sale of this transaction for an amount of 15.2 million EUR was recognized in equity, while an amount of 9.5 million EUR was recognized as non-controlling interest. In 2022, PB Leiner (operating segment Bio-valorization) entered into an agreement with Hainan Xiangtai Group (China) to produce and commercialize premium fish collagen peptides. Under the term of this agreement, PB Leiner (Hainan) Biotechnology Co. Ltd. will produce marine collagen peptides based on PB Leiner\u2019s technology. In 2023 the subsidiary acquired production assets (note 11 - Property, plant and equipment). This capital expenditure was partly financed through a capital increase of 7.3 million EUR, of which 80% was contributed in cash by the group, while the 20% contribution of Hainan Xiangtai Group is outstanding within the current trade and other receivables per December 31, 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfNoncontrollingInterestsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-531": { "value": "22. Loans and borrowings
(Million EUR)
note
2023
2022
Non-current loans and borrowings
175.3
209.3
Current loans and borrowings
61.4
56.2
Total loans and borrowings
236.8
265.5
Cash and cash equivalents
18
-177.0
-156.1
Bank overdrafts
1
18
0.1
0.1
Long term investments
2
18
-70.0
-50.0
Net financial debt / (Net cash position)
-10.1
59.5
1 A bank overdraft is a flexible borrowing facility on a bank current account, which is repayable on demand. 2 The 2022 deposits have been replaced by three long term bank deposits outstanding (60.0 million EUR maturing in October 2025 and 10.0 million EUR maturing in December 2025). As per year-end 2023, the group net cash position amounted to 10.1 million EUR and included a lease liability, in accordance with IFRS 16 Leases, for an amount of 59.1 million EUR. Excluding the impact of IFRS 16 Leases, the net cash position would have amounted to 69.3 million EUR as per year-end 2023, compared to a net debt position of 7.3 million EUR as per year-end 2022. Reconciliation of changes in net loans and borrowings arising from cash flows and non-cash changes: Bank overdrafts Cash and cash equivalents Short term investments Long term investments Current lease liabilities Non-current lease liabilities Other current loans and borrowings Other non -current loans and borrowings Total
Net financial debt as per January 1, 2022
-0.1
320.3
10.0
0.0
-17.0
-37.1
-194.4
-156.6
-74.8
Cash flows, net
-0.1
-123.7
-10.0
50.0
20.7
-
198.0
-60.0
74.9
Acquisitions through business combinations
-
-42.1
-
-
-0.1
-0.1
-
-
-42.3
IFRS 16 new leases and lease modifications
-
-
-
-
-3.3
-14.9
-
-
-18.2
Transfers
-
-
-
-
-16.8
16.8
-42.9
42.9
0.0
Effect of exchange rate differences
-
1.7
-
-
-0.2
-0.1
-0.1
-0.3
1.0
Net financial debt as per December 31, 2022
-0.1
156.1
0.0
50.0
-16.8
-35.4
-39.4
-173.9
-59.5
Net financial debt as per January 1, 2023
-0.1
156.1
0.0
50.0
-16.8
-35.4
-39.4
-173.9
-59.5
Change in consolidation scope
-
39.3
-
-
-0.8
-1.6
-1.8
-1.1
34.0
Cash flows, net
0.0
-17.1
-
20.0
20.7
-
37.9
-0.0
61.6
IFRS 16 new leases and lease modifications
-
-
-
-
-1.7
-24.0
-
-
-25.7
Depreciation on the acquisition accounting
-
-
-
-
-
-
-
0.4
0.4
adjustments applied by Picanol Group
Transfers
-
-
-
-
-20.7
20.7
-39.3
39.3
0.0
Effect of exchange rate differences
-0.0
-1.3
-
-
0.2
0.2
0.1
0.1
-0.7
Net cash position / (Net financial debt)
-0.1
177.0
0.0
70.0
-19.1
-40.1
-42.4
-135.3
10.1
as per December 31, 2023
Non-current and current loans and borrowings:
(Million EUR)
note
2023
2022
Non-current loans and borrowings
Non-current lease liabilities
40.1
35.4
Bonds
58.8
58.0
Credit facility T-Power nv
38.6
64.3
Credit institutions
37.9
51.6
Total
175.3
209.3
Current loans and borrowings
Current lease liabilities
19.1
16.8
Current portion credit facility T-Power nv
25.7
25.7
Credit institutions
16.7
13.6
Total
61.4
56.2
Total non-current and current loans and borrowings
26
236.8
265.5
The group has the followings loans outstanding: \u2022 The T-Power term loan facility agreement amounts to 64.3 million EUR as per December 31, 2023 (December 31, 2022: 90.1 million EUR). The T-Power nv assets and shares are serving as guarantee for the loan. The term loan credit facility contains a covenant stating a minimum required debt service cover ratio (based on the last 12 months cash flow available for debt service). This covenant has been complied with as per December 31, 2023. \u2022 A bond for an amount of 58.8 million EUR. This bond was issued in July 2015 for a total amount of 58.0 million EUR, with a maturity of 10 years (the \u201c2025 bonds\u201d) and a fixed rate of 3.375%. The remaining amount of the fair value adjustment, following accounting adjustments applied by Picanol Group on Tessenderlo Group, amounts to 0.8 million EUR (note 4 - Acquisitions and disposals). \u2022 The lease liability, in accordance with IFRS 16 Leases, amounts to 59.1 million EUR (December 31, 2022: 52.2 million EUR), of which 40.1 million EUR is included in non-current and 19.1 million EUR in current loans and borrowings. The weighted average borrowing rate applied to lease liabilities was 3.0% in 2023 (2022: 2.1%). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. \u2022 A credit facility of 30.0 million EUR drawn in April 2022 with a maturity of 7 years. This loan with quarterly capital reimbursements, has a fixed interest rate of 1.17%, and contains no financial covenants. As per December 31, 2023, 23.6 million EUR remained outstanding (December 31, 2022: 27.9 million EUR) of which 4.3 million EUR is current. \u2022 A loan for 30.0 million EUR starting in August 2022 with a maturity of 5 years. This loan will be reimbursed on a quarterly basis and has a fixed interest rate of 0.94% and contains no financial covenants. As per December 31, 2023, 21.6 million EUR remained outstanding (December 31, 2022: 28.3 million EUR) of which 6.7 million EUR is current. \u2022 Tessenderlo Kerley, Inc. has a loan outstanding of 4.2 million EUR (December 31, 2022: 5.3 million EUR), of which 0.9 million EUR is current. The loan has a maturity of 10 years (2018- 2028) at a fixed rate of 3.95%. The financed Phoenix headquarters building (Arizona, United States) is serving as guarantee for the loan. \u2022 Other, individually insignificant outstanding loans for an amount of 3.1 million EUR, which are current. The group has access to a Belgian commercial paper program of 200.0 million EUR which remained unused both in 2023 and 2022. There has been no drawdown on the 5-year committed bi-lateral credit lines, which mature in July 2027, as per December 31, 2023. These committed bi-lateral credit lines amount to 250.0 million EUR (of which part can be drawn in USD). Non-current and current loans and borrowings by currency Analysis of non-current and current loans and borrowings by currency, expressed in EUR (2023):
(Million EUR)
EUR
USD
Other
Total
Current lease liabilities
10.7
6.1
2.3
19.1
Other current loans and borrowings
38.4
0.9
3.1
42.4
Non-current lease liabilities
23.7
8.9
7.5
40.1
Other non-current loans and borrowings
131.9
3.3
-
135.3
Total loans and borrowings
204.8
19.1
12.8
236.8
In percentage of total loans and borrowings
86.5%
8.1%
5.4%
100%
Analysis of non-current and current loans and borrowings by currency, expressed in EUR (2022):
(Million EUR)
EUR
USD
Other
Total
Current lease liabilities
10.1
4.8
1.9
16.8
Other current loans and borrowings
38.4
0.9
0.0
39.4
Non-current lease liabilities
24.5
6.1
4.7
35.4
Other non-current loans and borrowings
169.6
4.3
-
173.9
Total loans and borrowings
242.6
16.2
6.7
265.5
In percentage of total loans and borrowings
91.4%
6.1%
2.5%
100%
", "dimensions": { "concept": "ifrs-full:DisclosureOfBorrowingsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-520": { "value": "22. Loans and borrowings
(Million EUR)
note
2023
2022
Non-current loans and borrowings
175.3
209.3
Current loans and borrowings
61.4
56.2
Total loans and borrowings
236.8
265.5
Cash and cash equivalents
18
-177.0
-156.1
Bank overdrafts
1
18
0.1
0.1
Long term investments
2
18
-70.0
-50.0
Net financial debt / (Net cash position)
-10.1
59.5
1 A bank overdraft is a flexible borrowing facility on a bank current account, which is repayable on demand. 2 The 2022 deposits have been replaced by three long term bank deposits outstanding (60.0 million EUR maturing in October 2025 and 10.0 million EUR maturing in December 2025). As per year-end 2023, the group net cash position amounted to 10.1 million EUR and included a lease liability, in accordance with IFRS 16 Leases, for an amount of 59.1 million EUR. Excluding the impact of IFRS 16 Leases, the net cash position would have amounted to 69.3 million EUR as per year-end 2023, compared to a net debt position of 7.3 million EUR as per year-end 2022. Reconciliation of changes in net loans and borrowings arising from cash flows and non-cash changes: Bank overdrafts Cash and cash equivalents Short term investments Long term investments Current lease liabilities Non-current lease liabilities Other current loans and borrowings Other non -current loans and borrowings Total
Net financial debt as per January 1, 2022
-0.1
320.3
10.0
0.0
-17.0
-37.1
-194.4
-156.6
-74.8
Cash flows, net
-0.1
-123.7
-10.0
50.0
20.7
-
198.0
-60.0
74.9
Acquisitions through business combinations
-
-42.1
-
-
-0.1
-0.1
-
-
-42.3
IFRS 16 new leases and lease modifications
-
-
-
-
-3.3
-14.9
-
-
-18.2
Transfers
-
-
-
-
-16.8
16.8
-42.9
42.9
0.0
Effect of exchange rate differences
-
1.7
-
-
-0.2
-0.1
-0.1
-0.3
1.0
Net financial debt as per December 31, 2022
-0.1
156.1
0.0
50.0
-16.8
-35.4
-39.4
-173.9
-59.5
Net financial debt as per January 1, 2023
-0.1
156.1
0.0
50.0
-16.8
-35.4
-39.4
-173.9
-59.5
Change in consolidation scope
-
39.3
-
-
-0.8
-1.6
-1.8
-1.1
34.0
Cash flows, net
0.0
-17.1
-
20.0
20.7
-
37.9
-0.0
61.6
IFRS 16 new leases and lease modifications
-
-
-
-
-1.7
-24.0
-
-
-25.7
Depreciation on the acquisition accounting
-
-
-
-
-
-
-
0.4
0.4
adjustments applied by Picanol Group
Transfers
-
-
-
-
-20.7
20.7
-39.3
39.3
0.0
Effect of exchange rate differences
-0.0
-1.3
-
-
0.2
0.2
0.1
0.1
-0.7
Net cash position / (Net financial debt)
-0.1
177.0
0.0
70.0
-19.1
-40.1
-42.4
-135.3
10.1
as per December 31, 2023
Non-current and current loans and borrowings:
(Million EUR)
note
2023
2022
Non-current loans and borrowings
Non-current lease liabilities
40.1
35.4
Bonds
58.8
58.0
Credit facility T-Power nv
38.6
64.3
Credit institutions
37.9
51.6
Total
175.3
209.3
Current loans and borrowings
Current lease liabilities
19.1
16.8
Current portion credit facility T-Power nv
25.7
25.7
Credit institutions
16.7
13.6
Total
61.4
56.2
Total non-current and current loans and borrowings
26
236.8
265.5
The group has the followings loans outstanding: \u2022 The T-Power term loan facility agreement amounts to 64.3 million EUR as per December 31, 2023 (December 31, 2022: 90.1 million EUR). The T-Power nv assets and shares are serving as guarantee for the loan. The term loan credit facility contains a covenant stating a minimum required debt service cover ratio (based on the last 12 months cash flow available for debt service). This covenant has been complied with as per December 31, 2023. \u2022 A bond for an amount of 58.8 million EUR. This bond was issued in July 2015 for a total amount of 58.0 million EUR, with a maturity of 10 years (the \u201c2025 bonds\u201d) and a fixed rate of 3.375%. The remaining amount of the fair value adjustment, following accounting adjustments applied by Picanol Group on Tessenderlo Group, amounts to 0.8 million EUR (note 4 - Acquisitions and disposals). \u2022 The lease liability, in accordance with IFRS 16 Leases, amounts to 59.1 million EUR (December 31, 2022: 52.2 million EUR), of which 40.1 million EUR is included in non-current and 19.1 million EUR in current loans and borrowings. The weighted average borrowing rate applied to lease liabilities was 3.0% in 2023 (2022: 2.1%). See note 26 - Financial instruments for the contractual maturities of the lease liabilities, including interest payments. \u2022 A credit facility of 30.0 million EUR drawn in April 2022 with a maturity of 7 years. This loan with quarterly capital reimbursements, has a fixed interest rate of 1.17%, and contains no financial covenants. As per December 31, 2023, 23.6 million EUR remained outstanding (December 31, 2022: 27.9 million EUR) of which 4.3 million EUR is current. \u2022 A loan for 30.0 million EUR starting in August 2022 with a maturity of 5 years. This loan will be reimbursed on a quarterly basis and has a fixed interest rate of 0.94% and contains no financial covenants. As per December 31, 2023, 21.6 million EUR remained outstanding (December 31, 2022: 28.3 million EUR) of which 6.7 million EUR is current. \u2022 Tessenderlo Kerley, Inc. has a loan outstanding of 4.2 million EUR (December 31, 2022: 5.3 million EUR), of which 0.9 million EUR is current. The loan has a maturity of 10 years (2018- 2028) at a fixed rate of 3.95%. The financed Phoenix headquarters building (Arizona, United States) is serving as guarantee for the loan. \u2022 Other, individually insignificant outstanding loans for an amount of 3.1 million EUR, which are current. The group has access to a Belgian commercial paper program of 200.0 million EUR which remained unused both in 2023 and 2022. There has been no drawdown on the 5-year committed bi-lateral credit lines, which mature in July 2027, as per December 31, 2023. These committed bi-lateral credit lines amount to 250.0 million EUR (of which part can be drawn in USD). Non-current and current loans and borrowings by currency Analysis of non-current and current loans and borrowings by currency, expressed in EUR (2023):
(Million EUR)
EUR
USD
Other
Total
Current lease liabilities
10.7
6.1
2.3
19.1
Other current loans and borrowings
38.4
0.9
3.1
42.4
Non-current lease liabilities
23.7
8.9
7.5
40.1
Other non-current loans and borrowings
131.9
3.3
-
135.3
Total loans and borrowings
204.8
19.1
12.8
236.8
In percentage of total loans and borrowings
86.5%
8.1%
5.4%
100%
Analysis of non-current and current loans and borrowings by currency, expressed in EUR (2022):
(Million EUR)
EUR
USD
Other
Total
Current lease liabilities
10.1
4.8
1.9
16.8
Other current loans and borrowings
38.4
0.9
0.0
39.4
Non-current lease liabilities
24.5
6.1
4.7
35.4
Other non-current loans and borrowings
169.6
4.3
-
173.9
Total loans and borrowings
242.6
16.2
6.7
265.5
In percentage of total loans and borrowings
91.4%
6.1%
2.5%
100%
", "dimensions": { "concept": "ifrs-full:DisclosureOfDebtSecuritiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-478": { "value": "
23. Employee benefits
The provisions for employee benefits recognized in the balance sheet as of December 31 are as
follows:
2023
2022
Early
Defined
Other
Early
Defined
Other
retirement
benefit
employee
Total
retirement
benefit
employee
Total
(Million EUR)
provision
liability
benefits
provision
liability
benefits
Non-current
0.9
35.9
8.2
45.0
0.5
33.6
6.0
40.1
Current
0.4
-
0.4
0.8
0.3
-
0.4
0.7
Total
1.3
35.9
8.6
45.8
0.8
33.6
6.4
40.8
2023
Early retirement
Defined benefit
Other employee
Total
(Million EUR)
provision
liability
benefits
Balance at January 1, 2023
0.8
33.6
6.4
40.8
Change in consolidation scope (note 4)
0.9
0.3
2.4
3.6
Additions
0.4
3.9
0.9
5.2
Use of provisions
-0.2
-1.3
-0.8
-2.4
Reversal of provisions
-0.4
-0.7
-0.1
-1.3
Translation differences
-0.1
0.0
-0.0
-0.1
Balance at December 31, 2023
1.3
35.9
8.6
45.8
The provisions for other employee benefits include long-service benefits (e.g. medal of honor of labor,
jubilee premiums, \u2026).
General description of the type of plan Post-employment benefits These liabilities are recorded to cover the post-employment benefits and cover the pension plans and other benefits in accordance with local practices and conditions, following an actuarial calculation taking into account the financing of insurance companies and other pension funds. The most important pension plans are located in Belgium, the Netherlands, the United Kingdom and Germany. Defined contribution pension plans Defined contribution pension plans are plans for which the group pays pre-determined contributions to a legal entity or a separate fund, in accordance with the settings of the plan. The group\u2019s legal or constructive obligation is limited to the amount contributed. The contributions are recognized as an expense in the income statement as incurred and are included in note 7 - Payroll and related benefits. Defined benefit pension plans The defined benefit pension plans provide benefits related to the level of salaries and the years of service. These plans are financed externally by pension funds or insurance companies. Independent actuaries perform an actuarial valuation on an annual basis for the most important pension plans. The defined benefit pension plans in Belgium are all final salary pension plans which provide benefits to members in the form of a guaranteed pension capital (payable either as capital or pension for life). These plans are covered by a trustee administered pension fund and group insurance contracts. The level of benefits provided depends on members\u2019 length of service and the average salary in the final 3 years leading up to retirement, or the average salary of the best 3 consecutive years, if higher. The defined contribution plans in Belgium are legally subject to a minimum guaranteed return (the legal minimum guaranteed return as from January 1, 2016 is 1.75%, while before it was 3.25% for employer contributions). If the legal minimum guaranteed return is sufficiently covered, the group has no obligation to pay further contributions than those that are recognized as an expense in the income statement as the related service is provided. The Belgian defined contribution pension plans are to be treated as defined benefit pension plans under IAS 19 as they do not meet the definition of a defined contribution pension plan under IFRS. The group follows the prescribed methodology for measurement and accounting for defined benefit pension plans in line with IAS 19 \u00a7 57.(a), meaning the projected unit credit method, without adding expected future contributions. The group recognizes the difference between the defined benefit obligation and the fair value of plan assets (IAS 19 \u00a7 57.(a) (iii)) on the balance sheet. The plan assets of the Belgian defined contribution plans are included in the Belgian pension fund \u201cOFP Pensioenfonds\u201d or are insured externally through insurance contracts. For the plans financed with insurance contracts, several rates are guaranteed by insurance companies on the reserves and on different levels of the premiums depending on the levels reached at certain dates: \u2022 For the contributions paid until January 1, 2003, the guaranteed interest rate equals 4.75%; \u2022 For the contributions paid during the period from January 1, 2003 until January 1, 2013, the guaranteed interest rate equals 3.25%; \u2022 For the contributions paid as from January 1, 2013 until April 1, 2015, the guaranteed interest rate equals 1.75%; \u2022 For the contributions paid during the period from April 1, 2015 until October 1, 2015, the guaranteed interest rate equals 0.75%; \u2022 For the contributions paid as from October 1, 2015 until October 1, 2016, the guaranteed interest rate equals 0.50%; \u2022 For the contributions paid as from October 1, 2016 until January 1, 2020, the guaranteed interest rate equals 0.10%; For the contributions paid as from January 1, 2020 until January 1, 2024, the guaranteed interest rate equals 0.00%; \u2022 For the contributions paid as from January 1, 2024, the guaranteed interest rate equals 1.80%. The UK and German pension plans are final salary pension plans providing a guaranteed pension payable for life. The UK plan is covered by a trustee administered pension fund and the German plan is covered by recognized provisions in the consolidated statement of financial position. For the UK and Belgian plans covered by trustee administered pension funds, the board of trustees must consist of representatives of the company and plan participants in accordance with the plan regulations. The governance responsibility for these plans rests with the board of trustees. Through its defined benefit pension plans, the group is exposed to a number of risks, the most significant of which are detailed below: \u2022 Asset volatility: The group performs on a regular basis asset-liability studies for the trustee administered pension funds to ensure an accurate match between plan assets and liabilities. The plans hold significant investments in investment funds, which include quoted equity shares, and are thus exposed to equity market risks. \u2022 Inflation, interest rate and life expectancy: The pensions in most of the plans are linked to inflation, therefore the pension plans are exposed to risks linked to inflation, interest rate and life expectancy of pensioners. The group considers all defined benefit pension plans as having similar characteristics and risks. Following a favorable movement in the UK pension fund funding level over 2022, the trustees of the UK pension plan decided to enter into an agreement to secure all benefit payments due from the pension plan through a third-party insurance contract (the \u201cbuy-out\u201d). The first stage of any \u201cbuy-out\u201d is to complete a full \u201cbuy-in\u201d, that is the purchase of an insurance policy covering all known benefits payable. This \u201cbuy-in\u201d stage leads to the transfer of related risks (investment, inflation, interest and longevity risk) to the insurer. The premium required to purchase the insurance policy (bulk annuity policy) was paid from the plan assets. The bulk annuity policy is held in the name of the trustees (as a \u201cbuy-in\u201d policy) as per December 31, 2023, which implies that the obligation to pay benefits remains with the pension plan. The bulk policy will be converted into individual policies written in the name of members and it is expected that this step (the \u201cbuy-out\u201d) will be completed by the end of 2024. The premium paid in 2022 to purchase the bulk annuity amounted to 34.2 million GBP, which was higher than the value of the corresponding liabilities covered by the policy (27.9 million GBP) on the date of the agreement. The difference of 6.3 million GBP (7.3 million EUR) was reported as an asset loss due to the agreed settlement event and was recognized in the 2022 income statement (note 6 - EBIT Adjusting items). As per December 31, 2023 the bulk annuity policy was valued as an asset of the pension plan, with its value set equal to the value of the defined benefit obligations to which it relates and amounted to 33.5 million EUR (2022: 31.0 million EUR). When the bulk policy will be converted into individual member policies, both the defined benefit obligation and asset value will be reduced by an equal amount as the pension plan has then transferred all liabilities to the insurer, and is able to wind-up. As per December 31, 2023, a net defined benefit asset of 6.6 million EUR (2022: 9.5 million EUR) was recognized within non-current Trade and other receivables in the statement of financial position, which could, net of any future expenses, be refunded to the group at the moment of the wind-up of the pension plan. Defined benefit pension plans The amounts recognized in the statement of financial position are as follows:
(Million EUR)
note
2023
2022
Present value of wholly funded obligations
-39.9
-38.5
Present value of partially funded obligations
-96.6
-78.9
Present value of wholly unfunded obligations
-21.7
-19.5
Total present value of obligations
-158.2
-136.9
Fair value of plan assets
129.8
113.4
Net defined benefit (liability)/asset
-28.4
-23.5
Amounts in the statement of financial position:
Liabilities
-35.9
-33.6
Assets
16
7.5
10.2
Net defined benefit (liability)/asset
-28.4
-23.5
The following table shows a reconciliation of the net defined benefit (liability)/asset and its components.
2023
2022
Present
Fair value
Net defined
Present
Fair value
Net defined
value of
of plan
benefit
value of
of plan
benefit
(Million EUR)
obligations
assets
(liability)/asset
obligations
assets
(liability)/asset
Balance at January 1
-136.9
113.4
-23.5
-183.6
143.4
-40.3
Included in profit or loss
Current service cost
-5.4
-
-5.4
-5.9
-
-5.9
Past service (cost)/benefit
0.3
-
0.3
-0.1
-
-0.1
Current service cost - Employee
-
0.4
0.4
-
0.5
0.5
contribution
Interest (cost)/income
-5.6
4.9
-0.7
-1.9
1.7
-0.2
Administrative expenses
-
-0.5
-0.5
-
-0.4
-0.4
Settlement cost UK pension fund
-
-
-
-
-7.3
-7.3
Total included in profit or loss (note 7)
-10.7
4.7
-5.9
-7.9
-5.6
-13.5
Included in other comprehensive income
Remeasurements:
- Gain/(loss) from change in demographic
-
-
0.0
-0.0
-
-0.0
assumptions
- Gain/(loss) from change in financial
-7.4
-
-7.4
47.9
-
47.9
assumptions
- Experience gains/(losses)
2.0
1.1
3.1
-5.4
-15.4
-20.7
Total included in other comprehensive
income that will not be reclassified
-5.4
1.1
-4.3
42.5
-15.4
27.1
subsequently to profit or loss in
subsequent periods
Other
Exchange differences on foreign plans
-0.4
0.6
0.2
1.5
-2.1
-0.6
Contributions by employer
-
5.6
5.6
-
4.3
4.3
Benefits paid
9.3
-9.3
0.0
11.2
-11.2
0.0
Change in consolidation scope
-14.1
13.7
-0.3
-0.5
-
-0.5
Total other
-5.2
10.6
5.4
12.2
-9.0
3.2
Balance at December 31
-158.2
129.8
-28.4
-136.9
113.4
-23.5
The increase of the present value of the defined benefit obligations is impacted by: \u2022 the 2023 loss from change in financial assumptions, which is included in other comprehensive income and will not be reclassified to profit or loss in subsequent periods. The loss is mainly the result of the decrease of the discount rate used to calculate the present value of the defined benefit obligations (2023 weighted average discount rate of 3.3%, compared to 3.9% in 2022). \u2022 the change in consolidation scope (-14.1 million EUR) following the combination of Tessenderlo Group and Picanol Group into one large industrial group (note 4 - Acquisition and disposals). The increase of the fair value of the plan assets in 2023 is mainly explained by the change in consolidation scope for +13.7 million EUR. The net periodic pension cost is included in the following line items of the income statement:
(Million EUR)
note
2023
2022
Cost of sales
-0.2
-0.7
Distribution expenses
-0.1
-0.1
Sales and marketing expenses
-0.1
-0.1
Administrative expenses
-3.9
-3.7
Other operating income and expenses
5
-1.0
-1.4
EBIT adjusting items
6
-
-7.3
Finance (costs) / income - net
9
-0.7
-0.2
Total
-5.9
-13.5
The actual return on plan assets in 2023 was +6.0 million EUR (2022: -13.7 million EUR). The group expects to contribute 5.7 million EUR to its defined benefit pension plans in 2024. The fair value of the major categories of plan assets is as follows:
2023
2022
(Million EUR)
Quoted
Unquoted
Total
%
Quoted
Unquoted
Total
%
Property
-
4.0
4.0
3.1%
-
4.0
4.0
3.6%
Qualifying insurance policies
-
70.5
70.5
54.3%
-
53.7
53.7
47.4%
Cash and cash equivalents
-
2.7
2.7
2.1%
-
8.9
8.9
7.9%
Investment funds
52.7
-
52.7
40.6%
46.7
-
46.7
41.2%
Total
52.7
77.2
129.8
100.0%
46.7
66.7
113.4
100.0%
The plan assets include no property occupied by the group and no shares of subsidiaries, while shares of the parent company are included for an amount of 0.3 million EUR as per December 31, 2023 (2022: 0.3 million EUR). The investment funds include a portfolio of investments in equity, fixed interest investments and other financial assets. This diversification reduces the portfolio risk to a minimum. The principal actuarial assumptions used in determining pension benefit obligations for the group\u2019s plans at the balance sheet date (expressed as weighted averages) are:
2023
2022
Discount rate at 31 December
3.3%
3.9%
Future salary increases
2.1%
2.2%
Inflation
2.3%
2.4%
Assumptions regarding future mortality are based on published statistics and mortality tables, and are the following:
Mortality table
Belgium
MR/FR - 5 (2022: MR/FR - 5)
United Kingdom
110% S3PMA, 105% S3PFA, CMI_2021 [1.50% M, 1.25% F] [S-kappa=7, A=0.25%, w2020 &w2021=0%]
from 2016
Germany
\u00a9 RICHTTAFELN 2018 G von Klaus Heubeck - Lizenz Heubeck-Richttafeln-GmbH, K\u00f6ln
For the Belgian plan, covered by a trustee administered pension fund, an asset-liability matching exercise is performed at least every 3 years, in line with the Statements of Investment Principles (SIP) of the funds. The trustees ensure that the investment strategy as outlined in the SIP is in line with the assets and liabilities management (ALM) strategy and is closely followed by the investment managers. The weighted average duration of the defined benefit obligation is 10 years for the pension plans in the euro zone. The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions, as per December 31, 2023, is:
Change in
Impact on defined
Change in
Impact on defined
assumption
benefit obligation*
assumption
benefit obligation*
Discount rate
+0.5%
-3.3%
-0.5%
3.7%
Salary growth rate
+0.5%
0.7%
-0.5%
-0.7%
Pension growth/inflation rate
+0.5%
2.3%
-0.5%
-2.1%
Life expectancy
+ 1 year
1.0%
- 1 year
-1.0%
*A positive percentage indicates an increase of the defined benefit obligation, while a negative percentage indicates a decrease of the defined benefit obligation. The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The above sensitivity analysis does not include the defined benefit obligation of the UK pension fund (currently in a buy-in phase, see also above), which amounts to 33.5 million EUR, as the impact on the defined benefit obligation will be offset by an equal variance in the fair value of the plan assets. The sensitivity analysis was therefore based on an adjusted defined benefit obligation of 124.7 million EUR. Share-based payments There were no warrants outstanding as per December 31, 2023, nor per December 31, 2022. No new offering of warrants to the group\u2019s senior management took place in 2022 and 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfNetDefinedBenefitLiabilityAssetExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-450": { "value": "23. Employee benefits The provisions for employee benefits recognized in the balance sheet as of December 31 are as follows:
2023
2022
Early
Defined
Other
Early
Defined
Other
retirement
benefit
employee
Total
retirement
benefit
employee
Total
(Million EUR)
provision
liability
benefits
provision
liability
benefits
Non-current
0.9
35.9
8.2
45.0
0.5
33.6
6.0
40.1
Current
0.4
-
0.4
0.8
0.3
-
0.4
0.7
Total
1.3
35.9
8.6
45.8
0.8
33.6
6.4
40.8
2023
Early retirement
Defined benefit
Other employee
Total
(Million EUR)
provision
liability
benefits
Balance at January 1, 2023
0.8
33.6
6.4
40.8
Change in consolidation scope (note 4)
0.9
0.3
2.4
3.6
Additions
0.4
3.9
0.9
5.2
Use of provisions
-0.2
-1.3
-0.8
-2.4
Reversal of provisions
-0.4
-0.7
-0.1
-1.3
Translation differences
-0.1
0.0
-0.0
-0.1
Balance at December 31, 2023
1.3
35.9
8.6
45.8
The provisions for other employee benefits include long-service benefits (e.g. medal of honor of labor, jubilee premiums, \u2026). General description of the type of plan Post-employment benefits These liabilities are recorded to cover the post-employment benefits and cover the pension plans and other benefits in accordance with local practices and conditions, following an actuarial calculation taking into account the financing of insurance companies and other pension funds. The most important pension plans are located in Belgium, the Netherlands, the United Kingdom and Germany. Defined contribution pension plans Defined contribution pension plans are plans for which the group pays pre-determined contributions to a legal entity or a separate fund, in accordance with the settings of the plan. The group\u2019s legal or constructive obligation is limited to the amount contributed. The contributions are recognized as an expense in the income statement as incurred and are included in note 7 - Payroll and related benefits. Defined benefit pension plans The defined benefit pension plans provide benefits related to the level of salaries and the years of service. These plans are financed externally by pension funds or insurance companies. Independent actuaries perform an actuarial valuation on an annual basis for the most important pension plans. The defined benefit pension plans in Belgium are all final salary pension plans which provide benefits to members in the form of a guaranteed pension capital (payable either as capital or pension for life). These plans are covered by a trustee administered pension fund and group insurance contracts. The level of benefits provided depends on members\u2019 length of service and the average salary in the final 3 years leading up to retirement, or the average salary of the best 3 consecutive years, if higher. The defined contribution plans in Belgium are legally subject to a minimum guaranteed return (the legal minimum guaranteed return as from January 1, 2016 is 1.75%, while before it was 3.25% for employer contributions). If the legal minimum guaranteed return is sufficiently covered, the group has no obligation to pay further contributions than those that are recognized as an expense in the income statement as the related service is provided. The Belgian defined contribution pension plans are to be treated as defined benefit pension plans under IAS 19 as they do not meet the definition of a defined contribution pension plan under IFRS. The group follows the prescribed methodology for measurement and accounting for defined benefit pension plans in line with IAS 19 \u00a7 57.(a), meaning the projected unit credit method, without adding expected future contributions. The group recognizes the difference between the defined benefit obligation and the fair value of plan assets (IAS 19 \u00a7 57.(a) (iii)) on the balance sheet. The plan assets of the Belgian defined contribution plans are included in the Belgian pension fund \u201cOFP Pensioenfonds\u201d or are insured externally through insurance contracts. For the plans financed with insurance contracts, several rates are guaranteed by insurance companies on the reserves and on different levels of the premiums depending on the levels reached at certain dates: \u2022 For the contributions paid until January 1, 2003, the guaranteed interest rate equals 4.75%; \u2022 For the contributions paid during the period from January 1, 2003 until January 1, 2013, the guaranteed interest rate equals 3.25%; \u2022 For the contributions paid as from January 1, 2013 until April 1, 2015, the guaranteed interest rate equals 1.75%; \u2022 For the contributions paid during the period from April 1, 2015 until October 1, 2015, the guaranteed interest rate equals 0.75%; \u2022 For the contributions paid as from October 1, 2015 until October 1, 2016, the guaranteed interest rate equals 0.50%; \u2022 For the contributions paid as from October 1, 2016 until January 1, 2020, the guaranteed interest rate equals 0.10%; For the contributions paid as from January 1, 2020 until January 1, 2024, the guaranteed interest rate equals 0.00%; \u2022 For the contributions paid as from January 1, 2024, the guaranteed interest rate equals 1.80%. The UK and German pension plans are final salary pension plans providing a guaranteed pension payable for life. The UK plan is covered by a trustee administered pension fund and the German plan is covered by recognized provisions in the consolidated statement of financial position. For the UK and Belgian plans covered by trustee administered pension funds, the board of trustees must consist of representatives of the company and plan participants in accordance with the plan regulations. The governance responsibility for these plans rests with the board of trustees. Through its defined benefit pension plans, the group is exposed to a number of risks, the most significant of which are detailed below: \u2022 Asset volatility: The group performs on a regular basis asset-liability studies for the trustee administered pension funds to ensure an accurate match between plan assets and liabilities. The plans hold significant investments in investment funds, which include quoted equity shares, and are thus exposed to equity market risks. \u2022 Inflation, interest rate and life expectancy: The pensions in most of the plans are linked to inflation, therefore the pension plans are exposed to risks linked to inflation, interest rate and life expectancy of pensioners. The group considers all defined benefit pension plans as having similar characteristics and risks. Following a favorable movement in the UK pension fund funding level over 2022, the trustees of the UK pension plan decided to enter into an agreement to secure all benefit payments due from the pension plan through a third-party insurance contract (the \u201cbuy-out\u201d). The first stage of any \u201cbuy-out\u201d is to complete a full \u201cbuy-in\u201d, that is the purchase of an insurance policy covering all known benefits payable. This \u201cbuy-in\u201d stage leads to the transfer of related risks (investment, inflation, interest and longevity risk) to the insurer. The premium required to purchase the insurance policy (bulk annuity policy) was paid from the plan assets. The bulk annuity policy is held in the name of the trustees (as a \u201cbuy-in\u201d policy) as per December 31, 2023, which implies that the obligation to pay benefits remains with the pension plan. The bulk policy will be converted into individual policies written in the name of members and it is expected that this step (the \u201cbuy-out\u201d) will be completed by the end of 2024. The premium paid in 2022 to purchase the bulk annuity amounted to 34.2 million GBP, which was higher than the value of the corresponding liabilities covered by the policy (27.9 million GBP) on the date of the agreement. The difference of 6.3 million GBP (7.3 million EUR) was reported as an asset loss due to the agreed settlement event and was recognized in the 2022 income statement (note 6 - EBIT Adjusting items). As per December 31, 2023 the bulk annuity policy was valued as an asset of the pension plan, with its value set equal to the value of the defined benefit obligations to which it relates and amounted to 33.5 million EUR (2022: 31.0 million EUR). When the bulk policy will be converted into individual member policies, both the defined benefit obligation and asset value will be reduced by an equal amount as the pension plan has then transferred all liabilities to the insurer, and is able to wind-up. As per December 31, 2023, a net defined benefit asset of 6.6 million EUR (2022: 9.5 million EUR) was recognized within non-current Trade and other receivables in the statement of financial position, which could, net of any future expenses, be refunded to the group at the moment of the wind-up of the pension plan. Defined benefit pension plans The amounts recognized in the statement of financial position are as follows:
(Million EUR)
note
2023
2022
Present value of wholly funded obligations
-39.9
-38.5
Present value of partially funded obligations
-96.6
-78.9
Present value of wholly unfunded obligations
-21.7
-19.5
Total present value of obligations
-158.2
-136.9
Fair value of plan assets
129.8
113.4
Net defined benefit (liability)/asset
-28.4
-23.5
Amounts in the statement of financial position:
Liabilities
-35.9
-33.6
Assets
16
7.5
10.2
Net defined benefit (liability)/asset
-28.4
-23.5
The following table shows a reconciliation of the net defined benefit (liability)/asset and its components.
2023
2022
Present
Fair value
Net defined
Present
Fair value
Net defined
value of
of plan
benefit
value of
of plan
benefit
(Million EUR)
obligations
assets
(liability)/asset
obligations
assets
(liability)/asset
Balance at January 1
-136.9
113.4
-23.5
-183.6
143.4
-40.3
Included in profit or loss
Current service cost
-5.4
-
-5.4
-5.9
-
-5.9
Past service (cost)/benefit
0.3
-
0.3
-0.1
-
-0.1
Current service cost - Employee
-
0.4
0.4
-
0.5
0.5
contribution
Interest (cost)/income
-5.6
4.9
-0.7
-1.9
1.7
-0.2
Administrative expenses
-
-0.5
-0.5
-
-0.4
-0.4
Settlement cost UK pension fund
-
-
-
-
-7.3
-7.3
Total included in profit or loss (note 7)
-10.7
4.7
-5.9
-7.9
-5.6
-13.5
Included in other comprehensive income
Remeasurements:
- Gain/(loss) from change in demographic
-
-
0.0
-0.0
-
-0.0
assumptions
- Gain/(loss) from change in financial
-7.4
-
-7.4
47.9
-
47.9
assumptions
- Experience gains/(losses)
2.0
1.1
3.1
-5.4
-15.4
-20.7
Total included in other comprehensive
income that will not be reclassified
-5.4
1.1
-4.3
42.5
-15.4
27.1
subsequently to profit or loss in
subsequent periods
Other
Exchange differences on foreign plans
-0.4
0.6
0.2
1.5
-2.1
-0.6
Contributions by employer
-
5.6
5.6
-
4.3
4.3
Benefits paid
9.3
-9.3
0.0
11.2
-11.2
0.0
Change in consolidation scope
-14.1
13.7
-0.3
-0.5
-
-0.5
Total other
-5.2
10.6
5.4
12.2
-9.0
3.2
Balance at December 31
-158.2
129.8
-28.4
-136.9
113.4
-23.5
The increase of the present value of the defined benefit obligations is impacted by: \u2022 the 2023 loss from change in financial assumptions, which is included in other comprehensive income and will not be reclassified to profit or loss in subsequent periods. The loss is mainly the result of the decrease of the discount rate used to calculate the present value of the defined benefit obligations (2023 weighted average discount rate of 3.3%, compared to 3.9% in 2022). \u2022 the change in consolidation scope (-14.1 million EUR) following the combination of Tessenderlo Group and Picanol Group into one large industrial group (note 4 - Acquisition and disposals). The increase of the fair value of the plan assets in 2023 is mainly explained by the change in consolidation scope for +13.7 million EUR. The net periodic pension cost is included in the following line items of the income statement:
(Million EUR)
note
2023
2022
Cost of sales
-0.2
-0.7
Distribution expenses
-0.1
-0.1
Sales and marketing expenses
-0.1
-0.1
Administrative expenses
-3.9
-3.7
Other operating income and expenses
5
-1.0
-1.4
EBIT adjusting items
6
-
-7.3
Finance (costs) / income - net
9
-0.7
-0.2
Total
-5.9
-13.5
The actual return on plan assets in 2023 was +6.0 million EUR (2022: -13.7 million EUR). The group expects to contribute 5.7 million EUR to its defined benefit pension plans in 2024. The fair value of the major categories of plan assets is as follows:
2023
2022
(Million EUR)
Quoted
Unquoted
Total
%
Quoted
Unquoted
Total
%
Property
-
4.0
4.0
3.1%
-
4.0
4.0
3.6%
Qualifying insurance policies
-
70.5
70.5
54.3%
-
53.7
53.7
47.4%
Cash and cash equivalents
-
2.7
2.7
2.1%
-
8.9
8.9
7.9%
Investment funds
52.7
-
52.7
40.6%
46.7
-
46.7
41.2%
Total
52.7
77.2
129.8
100.0%
46.7
66.7
113.4
100.0%
The plan assets include no property occupied by the group and no shares of subsidiaries, while shares of the parent company are included for an amount of 0.3 million EUR as per December 31, 2023 (2022: 0.3 million EUR). The investment funds include a portfolio of investments in equity, fixed interest investments and other financial assets. This diversification reduces the portfolio risk to a minimum. The principal actuarial assumptions used in determining pension benefit obligations for the group\u2019s plans at the balance sheet date (expressed as weighted averages) are:
2023
2022
Discount rate at 31 December
3.3%
3.9%
Future salary increases
2.1%
2.2%
Inflation
2.3%
2.4%
Assumptions regarding future mortality are based on published statistics and mortality tables, and are the following:
Mortality table
Belgium
MR/FR - 5 (2022: MR/FR - 5)
United Kingdom
110% S3PMA, 105% S3PFA, CMI_2021 [1.50% M, 1.25% F] [S-kappa=7, A=0.25%, w2020 &w2021=0%]
from 2016
Germany
\u00a9 RICHTTAFELN 2018 G von Klaus Heubeck - Lizenz Heubeck-Richttafeln-GmbH, K\u00f6ln
For the Belgian plan, covered by a trustee administered pension fund, an asset-liability matching exercise is performed at least every 3 years, in line with the Statements of Investment Principles (SIP) of the funds. The trustees ensure that the investment strategy as outlined in the SIP is in line with the assets and liabilities management (ALM) strategy and is closely followed by the investment managers. The weighted average duration of the defined benefit obligation is 10 years for the pension plans in the euro zone. The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions, as per December 31, 2023, is:
Change in
Impact on defined
Change in
Impact on defined
assumption
benefit obligation*
assumption
benefit obligation*
Discount rate
+0.5%
-3.3%
-0.5%
3.7%
Salary growth rate
+0.5%
0.7%
-0.5%
-0.7%
Pension growth/inflation rate
+0.5%
2.3%
-0.5%
-2.1%
Life expectancy
+ 1 year
1.0%
- 1 year
-1.0%
*A positive percentage indicates an increase of the defined benefit obligation, while a negative percentage indicates a decrease of the defined benefit obligation. The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The above sensitivity analysis does not include the defined benefit obligation of the UK pension fund (currently in a buy-in phase, see also above), which amounts to 33.5 million EUR, as the impact on the defined benefit obligation will be offset by an equal variance in the fair value of the plan assets. The sensitivity analysis was therefore based on an adjusted defined benefit obligation of 124.7 million EUR. Share-based payments There were no warrants outstanding as per December 31, 2023, nor per December 31, 2022. No new offering of warrants to the group\u2019s senior management took place in 2022 and 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfDefinedContributionPlansExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-381": { "value": "Share-based payments There were no warrants outstanding as per December 31, 2023, nor per December 31, 2022. No new offering of warrants to the group\u2019s senior management took place in 2022 and 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfSharebasedPaymentArrangementsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-382": { "value": "24. Provisions
2023
2022
(Million EUR)
note
Current
Non-current
Total
Current
Non-current
Total
Environment
28
7.1
90.7
97.8
4.8
91.8
96.7
Dismantlement
-
23.4
23.4
1.2
22.8
24.0
Restructuring
0.1
-
0.1
0.5
-
0.5
Other
6.7
4.9
11.6
3.4
6.6
10.0
Total
13.9
119.0
132.9
9.8
121.3
131.1
Environment
Dismantlement
Restructuring
Other
Total
Balance at January 1, 2023
96.7
24.0
0.5
10.0
131.1
Change in consolidation scope
-
-
-
3.4
3.4
(note 4)
Additions
-
0.9
-
5.2
6.1
Use of provisions
-3.6
-1.4
-0.1
-5.0
-10.1
Reversal of provisions
-
-
-0.2
-2.0
-2.2
Effect of discounting
4.8
-
-
-
4.8
Translation differences
-0.0
-0.1
-
-0.0
-0.1
Balance at December 31, 2023
97.8
23.4
0.1
11.6
132.9
The environmental provisions amount to 97.8 million EUR and mainly relate to environmental provisions to cover the cost for the remediation of historical soil and ground contamination of the factory sites in Belgium (Ham, Tessenderlo and Vilvoorde) and France (Loos). The outstanding environmental provisions reflect the discounted value of the expected future cash out, spread over the period 2024-2054. The discount rate, derived from the yield curve of Belgian and French government bonds, varied between 2.2% and 3.5% in 2023 (between 2.6% and 3.4% at year-end 2022). Following adjustments in estimated timing of cash outflows, inflation and the discount rate applied, the environmental provisions increased by 2.0 million EUR (compared to a decrease by 16.7 million EUR in 2022). This impact was recognized in EBIT adjusting items (note 6 - EBIT adjusting items). An increase of the discount rate by 1% would lower the environmental provisions by approximately -9 million EUR. The use of environmental provisions amounts to -3.6 million EUR in 2023 (2022: -1.5 million EUR), while the effect of unwinding the discount amounts to -2.8 million EUR in 2023 (2022: -1.1 million EUR), which is included in finance costs (note 9 - Finance costs and income). The amounts recognized reflect management\u2019s best estimate of the expected expenditures required to settle the present obligation at balance sheet date and are based on the current knowledge on the potential exposure. These provisions are reviewed periodically and will be adjusted, if necessary, when additional information would become available. These provisions could change in the future due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. In France, some facilities are subject to regulations pertaining to environmentally regulated facilities (Classified Facilities for the Protection of the Environment \u201cICPE\u201d). This legislation requires to dismantle the classified facilities. The dismantlement provision is included in the cost basis of the related property, plant and equipment, which cost is depreciated accordingly. The total provision recognized on those French facilities amounts to 19.7 million EUR as per December 31, 2023 (2022: 19.2 million EUR). The amounts recognized are based on an internal assessment and on the gross book value of the related assets. They reflect management\u2019s best estimate of the expected expenditures. The expected timing of the cash outflow is not yet known. However, no significant cash outflow is expected to take place within the foreseeable future. The other provisions include provisions for claims, warranty provisions and several, individually less significant amounts. These provisions are reviewed regularly and, if necessary, adjusted based upon new available information or changes in circumstances. They reflect management\u2019s best estimate of the expected expenditures of the expected cash outflows required to settle the present obligation at balance sheet date. 27. Guarantees and commitments
(Million EUR)
2023
2022
Guarantees given by third parties on behalf of the group
29.9
29.3
Guarantees given on behalf of third parties
1.8
3.0
Guarantees received from third parties
9.2
6.7
Commitments related to capital expenditures
84.2
52.9
Guarantees given by third parties on behalf of the group mainly relate to the fulfilment of environmental obligations for 22.7 million EUR (2022: 22.7 million EUR) of Tessenderlo Group nv. The remaining balance consists of numerous other guarantees to secure custom and other obligations. Guarantees given on behalf of third parties mainly relate to guarantees given for the fulfilment of lease obligations. The guarantees received from third parties concern guarantees, which suppliers grant to the group as guarantee for the proper execution of investment projects. Capital expenditure contracted for at the end of the reporting period, but not yet incurred, amounts to 84.2 million EUR (2022: 52.9 million EUR). These commitments mainly include the capital expenditure related to the construction of a new Thio-Sul\u00ae manufacturing plant in the Netherlands (operating segment Agro), the construction of a new liquid fertilizer plant in the Unites States (operating segment Agro), the ongoing construction of a new headquarter office for Picanol Group in Ieper (operating segment Machines & Technologies), capital expenditure to facilitate an improved valorization of animal by-products, as well as the purchase of trucks which were previously leased (operating segment Bio-valorization), and investments in production capacity expansion and in production efficiency improvements within DYKA Group (operating segment Industrial Solutions). The shares of T-Power nv are pledged in first degree to guarantee the liabilities in respect of a \u201cfacility agreement\u201d of 440.0 million EUR signed on December 18, 2008 between T-Power nv and a syndicate of banks as amended and restated for the last time pursuant to an amendment and restatement deed on March 25, 2019 (with one remaining bank). The T-Power nv shares are pledged in second degree to guarantee the \u201ctolling agreement\u201d for the entire 425 MW capacity signed on August 13, 2008 between T-Power nv and RWE group. The tolling agreement has a 15-year duration and will end in June 2026. The group and its subsidiaries have certain other contingent liabilities relating to long-term purchase obligations and commitments. The agreements typically concern strategic raw materials and goods and services, such as electricity and gas. 28. Contingencies The group is confronted with a number of claims or potential claims and disputes, which are a consequence of the daily operational activities. To the extent such claims and disputes are such that it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation, suitable provisions have been made. Tessenderlo Group and Akiolis have taken note of a statement of objections (\"notification de griefs\") sent by the French Competition Authority on April 28, 2022, to, among others, the company and Akiolis companies. Tessenderlo Group nv and Akiolis companies are accused of having infringed French competition law in connection with a reorganization of its activities in 2015. Tessenderlo Group and Akiolis are cooperating with the investigation and have prepared their defense on this matter together with their lawyers. The financial impact of this case, if any, can currently not reliably be estimated based on the information in the notification. It is the group\u2019s policy to recognize environmental provisions in the balance sheet, when the group has a present obligation (legal or constructive) as a result of a past event, when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation. These provisions are reviewed periodically and adjusted, if necessary, as assessments and work proceeds and additional information becomes available. Environmental liabilities can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. As stated in note 24 - Provisions, the environmental provisions in accordance with the above policies aggregated to 97.8 million EUR at December 31, 2023 (December 31, 2022: 96.7 million EUR). While it is not feasible to predict the outcome of all pending environmental exposures, it cannot be excluded that there will be a need for future provisions for environmental costs. In management\u2019s opinion, based on information currently available, such provisions would not have a material effect on the group\u2019s financial position, taking into account the current financial structure of the group. However, it cannot be excluded that such provisions could have a material impact on the income statement of a specific accounting period. Acquisition, investment and joint-venture agreements as well as divestments may contain habitual provisions leading to price adjustments. In addition, for divestments, proper consideration has been given to provisions for possible indemnifications payable to the acquirer, if any, including matters in the area of health, environment, tax, product liability, restructuring, competition, pensions and share incentives. Based on information currently available, the possibility of any significant cash outflow is considered to be remote. Some plants of the group need to comply with the European regulations to cover operational emissions for products exposed to carbon leakage. In a case of a deficit, additional emission allowances will be purchased. The cost of additional emission allowances purchased during 2023 was equal to 10.6 million EUR (2022: 6.4 million EUR). The surplus or deficit of emission allowances over the next year may vary, depending on several factors such as future production volumes, process optimizations and energy efficiency improvements. The carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR as per December 31, 2023 (2022: 0.9 million EUR). ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherProvisionsContingentLiabilitiesAndContingentAssetsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-451": { "value": "25. Trade and other payables
2023
2022
2022
(Million EUR)
note
Pro Forma
Non-current trade and other payables
Accrued charges and deferred income
2.8
3.1
3.1
Remuneration and social security
3.6
3.4
3.4
Other amounts payable
0.5
0.4
0.4
Total
6.8
6.9
6.9
Current trade and other payables
Trade payables
257.1
269.3
363.3
Remuneration and social security
92.3
89.9
112.9
VAT and other taxes
12.4
12.1
14.0
Accrued charges and deferred income
4.9
4.1
8.1
Trade and other payables from related parties
29
3.2
3.5
3.5
Advance payments received
23.0
0.3
54.9
Other amounts payable
12.8
4.1
5.1
Total
405.5
383.2
561.9
The decrease of current remuneration and social security (92.3 million EUR) compared to the 2022 Pro Forma balance (112.9 million EUR) can mainly be explained by a decrease of the accruals for variable remuneration, which are linked to individual and business-related performance. Trade payables decreased from 363.3 million EUR in the 2022 Pro Forma figures to 257.1 million EUR as per year-end 2023. This decrease is mainly due to a lower activity, timing of supplier payments as well as a decrease of raw material, energy and transport costs. As per December 31, 2023, the current other amounts payable (12.8 million EUR) include a payable of 7.7 million EUR, related to the 2022 dividend withholding taxes, payable in January 2024 to Oostiep Group bv (note 29 - Related parties). ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-508": { "value": "25. Trade and other payables
2023
2022
2022
(Million EUR)
note
Pro Forma
Non-current trade and other payables
Accrued charges and deferred income
2.8
3.1
3.1
Remuneration and social security
3.6
3.4
3.4
Other amounts payable
0.5
0.4
0.4
Total
6.8
6.9
6.9
Current trade and other payables
Trade payables
257.1
269.3
363.3
Remuneration and social security
92.3
89.9
112.9
VAT and other taxes
12.4
12.1
14.0
Accrued charges and deferred income
4.9
4.1
8.1
Trade and other payables from related parties
29
3.2
3.5
3.5
Advance payments received
23.0
0.3
54.9
Other amounts payable
12.8
4.1
5.1
Total
405.5
383.2
561.9
The decrease of current remuneration and social security (92.3 million EUR) compared to the 2022 Pro Forma balance (112.9 million EUR) can mainly be explained by a decrease of the accruals for variable remuneration, which are linked to individual and business-related performance. Trade payables decreased from 363.3 million EUR in the 2022 Pro Forma figures to 257.1 million EUR as per year-end 2023. This decrease is mainly due to a lower activity, timing of supplier payments as well as a decrease of raw material, energy and transport costs. As per December 31, 2023, the current other amounts payable (12.8 million EUR) include a payable of 7.7 million EUR, related to the 2022 dividend withholding taxes, payable in January 2024 to Oostiep Group bv (note 29 - Related parties). ", "dimensions": { "concept": "ifrs-full:DisclosureOfDeferredIncomeExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-521": { "value": "25. Trade and other payables
2023
2022
2022
(Million EUR)
note
Pro Forma
Non-current trade and other payables
Accrued charges and deferred income
2.8
3.1
3.1
Remuneration and social security
3.6
3.4
3.4
Other amounts payable
0.5
0.4
0.4
Total
6.8
6.9
6.9
Current trade and other payables
Trade payables
257.1
269.3
363.3
Remuneration and social security
92.3
89.9
112.9
VAT and other taxes
12.4
12.1
14.0
Accrued charges and deferred income
4.9
4.1
8.1
Trade and other payables from related parties
29
3.2
3.5
3.5
Advance payments received
23.0
0.3
54.9
Other amounts payable
12.8
4.1
5.1
Total
405.5
383.2
561.9
The decrease of current remuneration and social security (92.3 million EUR) compared to the 2022 Pro Forma balance (112.9 million EUR) can mainly be explained by a decrease of the accruals for variable remuneration, which are linked to individual and business-related performance. Trade payables decreased from 363.3 million EUR in the 2022 Pro Forma figures to 257.1 million EUR as per year-end 2023. This decrease is mainly due to a lower activity, timing of supplier payments as well as a decrease of raw material, energy and transport costs. As per December 31, 2023, the current other amounts payable (12.8 million EUR) include a payable of 7.7 million EUR, related to the 2022 dividend withholding taxes, payable in January 2024 to Oostiep Group bv (note 29 - Related parties). ", "dimensions": { "concept": "ifrs-full:DisclosureOfAccruedExpensesAndOtherLiabilitiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-383": { "value": "Foreign currency risk The group is exposed to fluctuations in exchange rates which may lead to profit or loss in currency transactions. The group\u2019s assets, earnings and cash flows are influenced by movements in foreign exchange rates. More in particular, the group incurs foreign currency risks on, amongst others, sales, purchases, investments and borrowings that are denominated in a currency other than the group\u2019s functional currency. The currency giving rise to this risk is primarily the USD (US dollar). Movements in foreign currency therefore may adversely affect the group\u2019s business, results of operation or financial condition. The main management tools are the spot purchases and sales of currencies followed by currency swaps. Group borrowings are generally carried out by the group\u2019s holding and finance companies, which make the proceeds of these borrowings available to the operating entities. In principle, operating entities are financed in their functional currency. The group does not use currency swaps to hedge intragroup loans. In emerging countries, it is not always possible to borrow in local currency because local financial markets are too narrow, funds are not available or because the financial conditions are too onerous. Those amounts are relatively small for the group. The group\u2019s exposure to foreign currency risk was as follows based on nominal amounts (for the exchange rates used, please refer to note 1 - Summary of material accounting policies):
2023
2022
(Million EUR)
EUR*
USD
EUR*
USD
Assets
75.6
494.7
40.4
420.6
Liabilities
-46.4
-40.4
-25.3
-35.3
Gross exposure
29.2
454.3
15.1
385.3
Foreign currency swaps
-12.7
-12.1
-23.6
Net exposure
16.5
454.3
3.0
361.7
Net exposure (in EUR)
16.5
411.1
3.0
339.1
*EUR includes the exposure to foreign currency risk in EUR and several, individual insignificant foreign currencies expressed in EUR. The net exposure is mainly related to intragroup balances which are not hedged. If the euro had strengthened or weakened by 10% against the USD with all other variables being held constant, the impact on equity and post-tax profit for the year would have been as follows:
Impact on the
Impact on equity:
Change in rate
income statement:
loss(-)/gain(+)
(Million EUR)
loss(-)/gain(+)
At December 31, 2023
USD
+10%
-34.6
-63.4
-10%
42.3
77.5
At December 31, 2022
USD
+10%
-26.3
-44.0
-10%
32.1
53.7
Credit risk The group is subject to the risk that the counterparties with whom it conducts its business (in particular its customers) and who have to make payments to the group, are unable to make such payments in a timely manner or at all. In order to manage its credit exposure, a credit committee per business unit has been created to determine a credit policy with credit limit requests, approval procedures, continuous monitoring of the credit exposure and dunning procedure in case of delays. The group has moreover globally elaborated a credit insurance program to protect accounts receivable from third party customers against non-payment. Every legal entity of the group is participating to this program and the insurance is provided by highly top-rated international credit insurance companies. A large majority of the receivables (around 95%) is covered under this group credit insurance program. The contract protects the insured activities against non-payment with a deductible between 5% and 20% and foresees an indemnification cap at group level. The program foresees a pay-out of the insured claims within 6 months after due date. The group has no significant concentration of credit risk. However, there can be no assurance that the group will be able to limit its potential loss of proceeds from counterparties who are unable to pay in a timely manner or at all. The liquidities available at year-end are deposited at highly rated international banks. The maximum exposure to credit risk amounts to 739.1 million EUR as per December 31, 2023 (2022: 643.8 million EUR). This amount consists of current and non-current trade and other receivables (483.2 million EUR, note 16 - Trade and other receivables), the loans granted (5.7 million EUR, included within \u201cOther investments and guarantees\u201d), long term investments (70.0 million EUR), derivative financial instruments (3.2 million EUR) and cash and cash equivalents (177.0 million EUR, note 18 - Cash and cash equivalents). The maximum exposure to credit risk for trade receivables at the reporting date by operating segment was (note 16 - Trade and other receivables):
(Million EUR)
note
2023
2022
Agro
146.8
155.8
Bio-valorization
98.1
112.5
Industrial Solutions
87.6
102.9
Machines & Technologies
56.6
-
T-Power
0.2
2.1
Non-allocated
0.1
0.1
Total
16
389.5
373.4
The ageing of trade receivables at the reporting date was:
(Million EUR)
note
2023
2022
Gross
Amounts
Gross
Amounts
written off
written off
Not past due
334.5
-
330.9
-
Past due 0-30 days
39.2
-0.0
31.5
-0.0
Past due 31-120 days
13.5
-0.2
8.3
-0.1
Past due 121-365 days
1.7
-1.2
3.9
-1.1
More than one year
5.0
-2.9
2.6
-2.6
Total
16
393.8
-4.3
377.2
-3.8
The group estimates that the amounts that are past due, for the majority covered through credit insurance, are still collectible, following an expected credit loss assessment based on historic payment behavior and extensive analysis of customer credit risk. Based on the group\u2019s monitoring of customer credit risk, the group estimates that, except for the amounts mentioned in the table above, no impairment allowance is necessary in respect of trade receivables not past due. The movement in the allowance for impairment in respect to trade receivables during the year was as follows:
(Million EUR)
note
2023
2022
Balance at January 1
-3.8
-3.5
Use of impairment loss
0.3
0.4
Reversal / (recognition) of impairment losses
5
0.0
-0.7
Change in consolidation scope
-0.9
-
Other movements
0.0
0.0
Balance at December 31
16
-4.3
-3.8
Interest risk Changes in interest rates may cause variations in interest income and expenses resulting from interest- bearing assets and liabilities. In addition, they may affect the market value of certain financial assets, liabilities and instruments. At the reporting date, the group\u2019s interest-bearing financial instruments were:
(Million EUR)
note
2023
2022
Fixed rate instruments
Cash and cash equivalents
18
47.8
92.0
Long term investments
18
70.0
50.0
Loans and borrowings
22
169.3
175.4
Variable rate instruments
Cash and cash equivalents
18
129.2
64.1
Loans and borrowings
22
67.4
90.1
Bank overdrafts
22
0.1
0.1
The loans and borrowings with a variable rate mainly relate to the long-term facility loan of T-Power nv. The decrease compared to prior year can be explained by the yearly reimbursement (25.7 million EUR). The remaining outstanding capital of the T-Power nv long term facility loan amounts to 64.3 million EUR as per December 31, 2023 (2022: 90.1 million EUR). Approximately 80% of the loan is hedged through a series of forward rate agreements (the EURIBOR was fixed at 5.6% per annum). Movements in interest rates would therefore not have a significant impact on the group\u2019s cash flow or result. Liquidity risk Liquidity risk is defined as the risk that a company may have insufficient resources to fulfil its financial obligations at any time. Failure to meet financial obligations can result in significantly higher costs, and it can negatively affect reputation. Liquidity risk for the group is monitored through the group\u2019s corporate treasury department which tracks the development of the actual cash flow position of the group and uses input from subsidiaries to project short and long-term forecasts in order to adapt financial means to forecasted needs. Surplus cash is invested in deposits with appropriate maturities to ensure sufficient liquidity is available to meet liabilities when due. The group limits the liquidity risk through a series of actions: \u2022 a factoring program, set up at the end of 2009, and which was put on hold since 2015. \u2022 a Belgian commercial paper program of maximum 200.0 million EUR (no amount outstanding as per December 31, 2023, nor at December 31, 2022). \u2022 committed bi-lateral agreements with four banks for a total amount of 250.0 million EUR (of which part can be drawn in USD) till July 2027. These committed bi-lateral agreements have no financial covenants and ensure maximum flexibility for the different activities. As per December 31, 2023 none of these credit lines were used. \u2022 non-committed credit lines for 50.5 million EUR excluding bank guarantees or 67.5 million EUR including bank guarantees. \u2022 2 credit facilities have been drawn in 2022, each of 30.0 million EUR, with a maturity of 5 years (February 2027) and 7 years (April 2029). As per December 31, 2013 the remaining outstanding amounts were 21.6 million EUR and 23.6 million EUR respectively. These loans contain no financial covenants. The following are the contractual maturities of loans and borrowings, including interest payments:
(Million EUR)
note
2023
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.8
61.9
2.0
60.0
-
Credit facility T-Power nv
64.3
67.9
28.0
39.9
-
Credit institutions
54.6
56.2
17.4
36.7
2.1
Lease liabilities
59.1
67.8
20.2
36.9
10.7
Loans and borrowings
22
236.8
253.9
67.6
173.5
12.8
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.1
Inflow
12.6
12.6
-
-
Outflow
-12.7
-12.7
-
-
Interest rate swaps
-2.0
Inflow
2.2
1.4
0.8
-
Outflow
-4.4
-2.6
-1.7
-
Total
-2.1
-2.2
-1.3
-0.9
0.0
(Million EUR)
note
2022
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.0
63.9
2.0
61.9
-
Credit facility T-Power nv
90.1
97.5
29.1
68.4
-
Credit institutions
65.2
67.5
14.3
45.9
7.2
Lease liabilities
52.2
59.8
17.3
30.6
11.9
Loans and borrowings
22
265.5
288.6
62.7
206.9
19.1
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.0
Inflow
34.1
34.1
-
-
Outflow
-34.1
-34.1
-
-
Interest rate swaps
-3.2
Inflow
4.8
2.2
2.6
-
Outflow
-8.2
-3.7
-4.5
-
Total
-3.3
-3.4
-1.6
-1.9
0.0
*A bank overdraft is a flexible borrowing facility on a bank current account, which is repayable on demand. Estimation of fair value of financial assets and liabilities The fair value of non-derivative loans and borrowings is calculated based on the net present value of future principal and interest cash flows discounted at market rate. These are based on market inputs from reliable financial information providers. Therefore, the fair value of the fixed interest-bearing loans and borrowings is within level 2 of the fair value hierarchy. The fair value of the non-current loans and borrowings at fixed interest rate, measured at amortized cost in the statement of financial position as per December 31 is presented below:
(Million EUR)
note
Carrying
2023
Carrying
2022
Fair value
Fair value
amount
amount
Non-current loans and borrowings
Lease liabilities
22
-40.1
-30.7
-35.4
-32.2
Credit institutions
22
-37.9
-35.7
-51.6
-47.3
Bonds (maturity date in 2025)
22
-58.8
-57.3
-58.0
-57.2
The bond issued in 2015 with a maturity of 10 years (the \u201c2025 bonds\u201d) was quoted at 98.9% as per December 31, 2023 (2022: 98.6%). The fair value of the following financial assets and liabilities approximates their carrying amount: \u2022 Trade and other receivables \u2022 Other investments \u2022 Long term investments \u2022 Cash and cash equivalents \u2022 Current loans and borrowings \u2022 Trade and other payables Fair value of derivative financial instruments The following table shows the carrying amounts of derivative financial instruments measured at fair value in the statement of financial position including their levels in the fair value hierarchy:
(Million EUR)
2023
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.0
-
-0.1
-
-
-0.1
-
-0.1
Interest rate swaps
-
-
-1.2
-0.8
-
-2.0
-
-2.0
Electricity forward
2.9
0.3
-4.8
-2.5
-
-
-4.1
-4.1
contracts
Total
3.0
0.3
-6.1
-3.4
0.0
-2.1
-4.1
-6.2
(Million EUR)
2022
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.1
-
-0.1
-
-
-0.0
-
-0.0
Interest rate swaps
-
-
-1.5
-1.7
-
-3.2
-
-3.2
Electricity forward
0.4
-
-
-8.4
-
-
-8.0
-8.0
contracts
Electricity and gas
0.1
-
-
-
-
0.1
-
0.1
forward contracts
Total
0.6
0.0
-1.6
-10.1
0.0
-3.1
-8.0
-11.1
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the current forward rate. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby taking into account the current unrealized gains or losses on open contracts. The following table indicates the fair values of all outstanding derivative and other financial instruments at year-end:
(Million EUR)
2023
2022
Contractual amount
Fair value
Contractual amount
Fair value
Foreign currency swaps
12.6
-0.1
34.1
-0.0
Interest rate swaps
-2.1
-2.0
-3.4
-3.2
Electricity and gas forward contracts
N/A
-4.1
N/A
-7.9
Total
10.6
-6.2
30.7
-11.1
The contractual amount indicates the volume of outstanding derivatives at the balance sheet date and therefore does not reflect the group\u2019s exposure to risks from such transactions. The total fair value of the derivative financial instruments at December 31, 2023 amounts to -6.2 million EUR (2022: -11.1 million EUR) and consists of: \u2022 forward interest rate agreements at T-Power nv, with maturity date in the period 2024-2026 \u2022 foreign currency swaps, with maturity date in January 2024 \u2022 an electricity forward purchase contract, with maturity date in June 2026 (-6.2 million EUR), which is partially offset by an electricity forward sale contract with similar terms and conditions, starting in November 2023 and with maturity date in June 2026 (+2.1 million EUR) The outstanding interest rate swaps of T-Power nv (which fixed the 6 months EURIBOR at 5.6% per annum for approximately 80% of the outstanding loan with maturity dates till 2026) are, in accordance with the requirements of IFRS 9, designated as hedging instruments in a cash flow relationship as per December 31, 2023. The effective portion of the change in fair value is therefore recognized in the hedging reserves for an amount of -2.0 million EUR (Other comprehensive income). A level 2 fair value measurement is applied for the fair value measurement of these agreements. The table below indicates the underlying contractual amount of the outstanding foreign currency contracts per currency at year-end (selling of foreign currencies):
(Million EUR)
Amount in foreign
2023
Amount in foreign
2022
Amount in EUR
Amount in EUR
currency
currency
GBP
4.0
4.6
3.5
4.0
USD
-
-
23.6
22.1
JPY
658.6
4.2
647.7
4.5
Other
3.9
3.5
Total
12.6
34.1
The group sold the majority of its PVC/Chlor-Alkali activities in the third quarter of 2011. The electricity purchase agreement relating to that activity was not part of the sale transaction and therefore the group is still under an obligation to purchase certain quantities of electricity. As the group no longer needs the electricity for its own use, it needs to sell the electricity on the market until the end of the contract. Because of significant unobservable inputs, a level 3 fair value measurement is applied for the fair value measurement of the electricity purchase agreement (\u2018PPA\u2019 - Purchase Power Agreement), for which the own-use exemption under IFRS 9 is not applicable anymore. The value of the contract is depending on the current and future difference between market electricity prices and the generation cost based on market gas prices (the \u201cspark spread\u201d), and on the effect of the hourly pricing optimization as foreseen in the contract. The used base load future prices are calculated based on the 2023 average daily TTF Gas Yearly forward prices and on the 2023 average daily Endex Yearly forward electricity prices for Belgium. The future hourly optimization effect is calculated as an extrapolation of the trend since the start of the contract. In November 2023, the group entered into an electricity forward sale agreement. In return for a fixed option premium, the group is obliged to deliver the same quantity of electricity as the one bought in the \u2018PPA\u2019. The terms and conditions to sell energy under this agreement are similar to the terms and conditions of the \u2018PPA\u2019. Because of significant unobservable inputs, a level 3 fair value measurement is also applied for the fair value measurement of this agreement. The fair value of this contract depends on a fixed option premium income and the current and future difference between market electricity prices and the generation cost based on market gas prices, and on the effect of the hourly pricing optimization as foreseen in the contract. As a result of this transaction, the fair value change of this option agreement will offset fair value fluctuations of the \u2018PPA\u2019 Based on the inputs above, the fair value of the electricity purchase agreement amounted to -6.2 million EUR (compared to a fair value of -8.0 million EUR as per December 31, 2022), while the fair value of the new electricity sale agreement was +2.1 million EUR. The total change in fair value (+3.8 million EUR) was recognized as an EBIT adjusting item (2022: +7.8 million EUR) (note 6 - EBIT adjusting items). The key assumptions used in the valuation as per December 31, 2023 are:
2024
2025
2026
Gas forward price
EUR/MWh
52.2
45.7
36.4
Electricity forward price
EUR/MWh
129.1
122.9
109.1
Discount rate
2.5%
The key assumptions used in the valuation as per December 31, 2022 are:
2023
2024
2025
Gas forward price
EUR/MWh
113.1
79.4
56.3
Electricity forward price
EUR/MWh
257.2
163.5
131.0
Discount rate
2.5%
The sensitivity of the valuation to changes in the principal assumptions of the electricity purchase agreement is the following:
Change in assumption
Impact fair value (Million EUR)
2023
2022
Gas price
+1 EUR/MWh
-2.1
-2.5
Electricity price
+1 EUR/MWh
1.0
1.3
Spark spread optimization
+1 EUR/MWh
1.0
1.3
Discount rate
+1%
0.1
0.2
Running hours T-Power nv
+10%
-1.6
-1.9
The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. As the terms and conditions of the electricity forward sale agreement are similar to those of the electricity forward purchase agreement, the group only retains an insignificant exposure to the volatility of gas and electricity prices ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialRiskManagementExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-452": { "value": "Foreign currency risk The group is exposed to fluctuations in exchange rates which may lead to profit or loss in currency transactions. The group\u2019s assets, earnings and cash flows are influenced by movements in foreign exchange rates. More in particular, the group incurs foreign currency risks on, amongst others, sales, purchases, investments and borrowings that are denominated in a currency other than the group\u2019s functional currency. The currency giving rise to this risk is primarily the USD (US dollar). Movements in foreign currency therefore may adversely affect the group\u2019s business, results of operation or financial condition. The main management tools are the spot purchases and sales of currencies followed by currency swaps. Group borrowings are generally carried out by the group\u2019s holding and finance companies, which make the proceeds of these borrowings available to the operating entities. In principle, operating entities are financed in their functional currency. The group does not use currency swaps to hedge intragroup loans. In emerging countries, it is not always possible to borrow in local currency because local financial markets are too narrow, funds are not available or because the financial conditions are too onerous. Those amounts are relatively small for the group. The group\u2019s exposure to foreign currency risk was as follows based on nominal amounts (for the exchange rates used, please refer to note 1 - Summary of material accounting policies):
2023
2022
(Million EUR)
EUR*
USD
EUR*
USD
Assets
75.6
494.7
40.4
420.6
Liabilities
-46.4
-40.4
-25.3
-35.3
Gross exposure
29.2
454.3
15.1
385.3
Foreign currency swaps
-12.7
-12.1
-23.6
Net exposure
16.5
454.3
3.0
361.7
Net exposure (in EUR)
16.5
411.1
3.0
339.1
*EUR includes the exposure to foreign currency risk in EUR and several, individual insignificant foreign currencies expressed in EUR. The net exposure is mainly related to intragroup balances which are not hedged. If the euro had strengthened or weakened by 10% against the USD with all other variables being held constant, the impact on equity and post-tax profit for the year would have been as follows:
Impact on the
Impact on equity:
Change in rate
income statement:
loss(-)/gain(+)
(Million EUR)
loss(-)/gain(+)
At December 31, 2023
USD
+10%
-34.6
-63.4
-10%
42.3
77.5
At December 31, 2022
USD
+10%
-26.3
-44.0
-10%
32.1
53.7
", "dimensions": { "concept": "ifrs-full:DisclosureOfEffectOfChangesInForeignExchangeRatesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-532": { "value": "Foreign currency risk The group is exposed to fluctuations in exchange rates which may lead to profit or loss in currency transactions. The group\u2019s assets, earnings and cash flows are influenced by movements in foreign exchange rates. More in particular, the group incurs foreign currency risks on, amongst others, sales, purchases, investments and borrowings that are denominated in a currency other than the group\u2019s functional currency. The currency giving rise to this risk is primarily the USD (US dollar). Movements in foreign currency therefore may adversely affect the group\u2019s business, results of operation or financial condition. The main management tools are the spot purchases and sales of currencies followed by currency swaps. Group borrowings are generally carried out by the group\u2019s holding and finance companies, which make the proceeds of these borrowings available to the operating entities. In principle, operating entities are financed in their functional currency. The group does not use currency swaps to hedge intragroup loans. In emerging countries, it is not always possible to borrow in local currency because local financial markets are too narrow, funds are not available or because the financial conditions are too onerous. Those amounts are relatively small for the group. The group\u2019s exposure to foreign currency risk was as follows based on nominal amounts (for the exchange rates used, please refer to note 1 - Summary of material accounting policies):
2023
2022
(Million EUR)
EUR*
USD
EUR*
USD
Assets
75.6
494.7
40.4
420.6
Liabilities
-46.4
-40.4
-25.3
-35.3
Gross exposure
29.2
454.3
15.1
385.3
Foreign currency swaps
-12.7
-12.1
-23.6
Net exposure
16.5
454.3
3.0
361.7
Net exposure (in EUR)
16.5
411.1
3.0
339.1
*EUR includes the exposure to foreign currency risk in EUR and several, individual insignificant foreign currencies expressed in EUR. The net exposure is mainly related to intragroup balances which are not hedged. If the euro had strengthened or weakened by 10% against the USD with all other variables being held constant, the impact on equity and post-tax profit for the year would have been as follows:
Impact on the
Impact on equity:
Change in rate
income statement:
loss(-)/gain(+)
(Million EUR)
loss(-)/gain(+)
At December 31, 2023
USD
+10%
-34.6
-63.4
-10%
42.3
77.5
At December 31, 2022
USD
+10%
-26.3
-44.0
-10%
32.1
53.7
Credit risk The group is subject to the risk that the counterparties with whom it conducts its business (in particular its customers) and who have to make payments to the group, are unable to make such payments in a timely manner or at all. In order to manage its credit exposure, a credit committee per business unit has been created to determine a credit policy with credit limit requests, approval procedures, continuous monitoring of the credit exposure and dunning procedure in case of delays. The group has moreover globally elaborated a credit insurance program to protect accounts receivable from third party customers against non-payment. Every legal entity of the group is participating to this program and the insurance is provided by highly top-rated international credit insurance companies. A large majority of the receivables (around 95%) is covered under this group credit insurance program. The contract protects the insured activities against non-payment with a deductible between 5% and 20% and foresees an indemnification cap at group level. The program foresees a pay-out of the insured claims within 6 months after due date. The group has no significant concentration of credit risk. However, there can be no assurance that the group will be able to limit its potential loss of proceeds from counterparties who are unable to pay in a timely manner or at all. The liquidities available at year-end are deposited at highly rated international banks. The maximum exposure to credit risk amounts to 739.1 million EUR as per December 31, 2023 (2022: 643.8 million EUR). This amount consists of current and non-current trade and other receivables (483.2 million EUR, note 16 - Trade and other receivables), the loans granted (5.7 million EUR, included within \u201cOther investments and guarantees\u201d), long term investments (70.0 million EUR), derivative financial instruments (3.2 million EUR) and cash and cash equivalents (177.0 million EUR, note 18 - Cash and cash equivalents). The maximum exposure to credit risk for trade receivables at the reporting date by operating segment was (note 16 - Trade and other receivables):
(Million EUR)
note
2023
2022
Agro
146.8
155.8
Bio-valorization
98.1
112.5
Industrial Solutions
87.6
102.9
Machines & Technologies
56.6
-
T-Power
0.2
2.1
Non-allocated
0.1
0.1
Total
16
389.5
373.4
The ageing of trade receivables at the reporting date was:
(Million EUR)
note
2023
2022
Gross
Amounts
Gross
Amounts
written off
written off
Not past due
334.5
-
330.9
-
Past due 0-30 days
39.2
-0.0
31.5
-0.0
Past due 31-120 days
13.5
-0.2
8.3
-0.1
Past due 121-365 days
1.7
-1.2
3.9
-1.1
More than one year
5.0
-2.9
2.6
-2.6
Total
16
393.8
-4.3
377.2
-3.8
The group estimates that the amounts that are past due, for the majority covered through credit insurance, are still collectible, following an expected credit loss assessment based on historic payment behavior and extensive analysis of customer credit risk. Based on the group\u2019s monitoring of customer credit risk, the group estimates that, except for the amounts mentioned in the table above, no impairment allowance is necessary in respect of trade receivables not past due. The movement in the allowance for impairment in respect to trade receivables during the year was as follows:
(Million EUR)
note
2023
2022
Balance at January 1
-3.8
-3.5
Use of impairment loss
0.3
0.4
Reversal / (recognition) of impairment losses
5
0.0
-0.7
Change in consolidation scope
-0.9
-
Other movements
0.0
0.0
Balance at December 31
16
-4.3
-3.8
Interest risk Changes in interest rates may cause variations in interest income and expenses resulting from interest- bearing assets and liabilities. In addition, they may affect the market value of certain financial assets, liabilities and instruments. At the reporting date, the group\u2019s interest-bearing financial instruments were:
(Million EUR)
note
2023
2022
Fixed rate instruments
Cash and cash equivalents
18
47.8
92.0
Long term investments
18
70.0
50.0
Loans and borrowings
22
169.3
175.4
Variable rate instruments
Cash and cash equivalents
18
129.2
64.1
Loans and borrowings
22
67.4
90.1
Bank overdrafts
22
0.1
0.1
The loans and borrowings with a variable rate mainly relate to the long-term facility loan of T-Power nv. The decrease compared to prior year can be explained by the yearly reimbursement (25.7 million EUR). The remaining outstanding capital of the T-Power nv long term facility loan amounts to 64.3 million EUR as per December 31, 2023 (2022: 90.1 million EUR). Approximately 80% of the loan is hedged through a series of forward rate agreements (the EURIBOR was fixed at 5.6% per annum). Movements in interest rates would therefore not have a significant impact on the group\u2019s cash flow or result. Liquidity risk Liquidity risk is defined as the risk that a company may have insufficient resources to fulfil its financial obligations at any time. Failure to meet financial obligations can result in significantly higher costs, and it can negatively affect reputation. Liquidity risk for the group is monitored through the group\u2019s corporate treasury department which tracks the development of the actual cash flow position of the group and uses input from subsidiaries to project short and long-term forecasts in order to adapt financial means to forecasted needs. Surplus cash is invested in deposits with appropriate maturities to ensure sufficient liquidity is available to meet liabilities when due. The group limits the liquidity risk through a series of actions: \u2022 a factoring program, set up at the end of 2009, and which was put on hold since 2015. \u2022 a Belgian commercial paper program of maximum 200.0 million EUR (no amount outstanding as per December 31, 2023, nor at December 31, 2022). \u2022 committed bi-lateral agreements with four banks for a total amount of 250.0 million EUR (of which part can be drawn in USD) till July 2027. These committed bi-lateral agreements have no financial covenants and ensure maximum flexibility for the different activities. As per December 31, 2023 none of these credit lines were used. \u2022 non-committed credit lines for 50.5 million EUR excluding bank guarantees or 67.5 million EUR including bank guarantees. \u2022 2 credit facilities have been drawn in 2022, each of 30.0 million EUR, with a maturity of 5 years (February 2027) and 7 years (April 2029). As per December 31, 2013 the remaining outstanding amounts were 21.6 million EUR and 23.6 million EUR respectively. These loans contain no financial covenants. The following are the contractual maturities of loans and borrowings, including interest payments:
(Million EUR)
note
2023
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.8
61.9
2.0
60.0
-
Credit facility T-Power nv
64.3
67.9
28.0
39.9
-
Credit institutions
54.6
56.2
17.4
36.7
2.1
Lease liabilities
59.1
67.8
20.2
36.9
10.7
Loans and borrowings
22
236.8
253.9
67.6
173.5
12.8
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.1
Inflow
12.6
12.6
-
-
Outflow
-12.7
-12.7
-
-
Interest rate swaps
-2.0
Inflow
2.2
1.4
0.8
-
Outflow
-4.4
-2.6
-1.7
-
Total
-2.1
-2.2
-1.3
-0.9
0.0
(Million EUR)
note
2022
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.0
63.9
2.0
61.9
-
Credit facility T-Power nv
90.1
97.5
29.1
68.4
-
Credit institutions
65.2
67.5
14.3
45.9
7.2
Lease liabilities
52.2
59.8
17.3
30.6
11.9
Loans and borrowings
22
265.5
288.6
62.7
206.9
19.1
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.0
Inflow
34.1
34.1
-
-
Outflow
-34.1
-34.1
-
-
Interest rate swaps
-3.2
Inflow
4.8
2.2
2.6
-
Outflow
-8.2
-3.7
-4.5
-
Total
-3.3
-3.4
-1.6
-1.9
0.0
*A bank overdraft is a flexible borrowing facility on a bank current account, which is repayable on demand. Estimation of fair value of financial assets and liabilities The fair value of non-derivative loans and borrowings is calculated based on the net present value of future principal and interest cash flows discounted at market rate. These are based on market inputs from reliable financial information providers. Therefore, the fair value of the fixed interest-bearing loans and borrowings is within level 2 of the fair value hierarchy. The fair value of the non-current loans and borrowings at fixed interest rate, measured at amortized cost in the statement of financial position as per December 31 is presented below:
(Million EUR)
note
Carrying
2023
Carrying
2022
Fair value
Fair value
amount
amount
Non-current loans and borrowings
Lease liabilities
22
-40.1
-30.7
-35.4
-32.2
Credit institutions
22
-37.9
-35.7
-51.6
-47.3
Bonds (maturity date in 2025)
22
-58.8
-57.3
-58.0
-57.2
The bond issued in 2015 with a maturity of 10 years (the \u201c2025 bonds\u201d) was quoted at 98.9% as per December 31, 2023 (2022: 98.6%). The fair value of the following financial assets and liabilities approximates their carrying amount: \u2022 Trade and other receivables \u2022 Other investments \u2022 Long term investments \u2022 Cash and cash equivalents \u2022 Current loans and borrowings \u2022 Trade and other payables Fair value of derivative financial instruments The following table shows the carrying amounts of derivative financial instruments measured at fair value in the statement of financial position including their levels in the fair value hierarchy:
(Million EUR)
2023
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.0
-
-0.1
-
-
-0.1
-
-0.1
Interest rate swaps
-
-
-1.2
-0.8
-
-2.0
-
-2.0
Electricity forward
2.9
0.3
-4.8
-2.5
-
-
-4.1
-4.1
contracts
Total
3.0
0.3
-6.1
-3.4
0.0
-2.1
-4.1
-6.2
(Million EUR)
2022
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.1
-
-0.1
-
-
-0.0
-
-0.0
Interest rate swaps
-
-
-1.5
-1.7
-
-3.2
-
-3.2
Electricity forward
0.4
-
-
-8.4
-
-
-8.0
-8.0
contracts
Electricity and gas
0.1
-
-
-
-
0.1
-
0.1
forward contracts
Total
0.6
0.0
-1.6
-10.1
0.0
-3.1
-8.0
-11.1
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the current forward rate. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby taking into account the current unrealized gains or losses on open contracts. The following table indicates the fair values of all outstanding derivative and other financial instruments at year-end:
(Million EUR)
2023
2022
Contractual amount
Fair value
Contractual amount
Fair value
Foreign currency swaps
12.6
-0.1
34.1
-0.0
Interest rate swaps
-2.1
-2.0
-3.4
-3.2
Electricity and gas forward contracts
N/A
-4.1
N/A
-7.9
Total
10.6
-6.2
30.7
-11.1
The contractual amount indicates the volume of outstanding derivatives at the balance sheet date and therefore does not reflect the group\u2019s exposure to risks from such transactions. The total fair value of the derivative financial instruments at December 31, 2023 amounts to -6.2 million EUR (2022: -11.1 million EUR) and consists of: \u2022 forward interest rate agreements at T-Power nv, with maturity date in the period 2024-2026 \u2022 foreign currency swaps, with maturity date in January 2024 \u2022 an electricity forward purchase contract, with maturity date in June 2026 (-6.2 million EUR), which is partially offset by an electricity forward sale contract with similar terms and conditions, starting in November 2023 and with maturity date in June 2026 (+2.1 million EUR) The outstanding interest rate swaps of T-Power nv (which fixed the 6 months EURIBOR at 5.6% per annum for approximately 80% of the outstanding loan with maturity dates till 2026) are, in accordance with the requirements of IFRS 9, designated as hedging instruments in a cash flow relationship as per December 31, 2023. The effective portion of the change in fair value is therefore recognized in the hedging reserves for an amount of -2.0 million EUR (Other comprehensive income). A level 2 fair value measurement is applied for the fair value measurement of these agreements. The table below indicates the underlying contractual amount of the outstanding foreign currency contracts per currency at year-end (selling of foreign currencies):
(Million EUR)
Amount in foreign
2023
Amount in foreign
2022
Amount in EUR
Amount in EUR
currency
currency
GBP
4.0
4.6
3.5
4.0
USD
-
-
23.6
22.1
JPY
658.6
4.2
647.7
4.5
Other
3.9
3.5
Total
12.6
34.1
The group sold the majority of its PVC/Chlor-Alkali activities in the third quarter of 2011. The electricity purchase agreement relating to that activity was not part of the sale transaction and therefore the group is still under an obligation to purchase certain quantities of electricity. As the group no longer needs the electricity for its own use, it needs to sell the electricity on the market until the end of the contract. Because of significant unobservable inputs, a level 3 fair value measurement is applied for the fair value measurement of the electricity purchase agreement (\u2018PPA\u2019 - Purchase Power Agreement), for which the own-use exemption under IFRS 9 is not applicable anymore. The value of the contract is depending on the current and future difference between market electricity prices and the generation cost based on market gas prices (the \u201cspark spread\u201d), and on the effect of the hourly pricing optimization as foreseen in the contract. The used base load future prices are calculated based on the 2023 average daily TTF Gas Yearly forward prices and on the 2023 average daily Endex Yearly forward electricity prices for Belgium. The future hourly optimization effect is calculated as an extrapolation of the trend since the start of the contract. In November 2023, the group entered into an electricity forward sale agreement. In return for a fixed option premium, the group is obliged to deliver the same quantity of electricity as the one bought in the \u2018PPA\u2019. The terms and conditions to sell energy under this agreement are similar to the terms and conditions of the \u2018PPA\u2019. Because of significant unobservable inputs, a level 3 fair value measurement is also applied for the fair value measurement of this agreement. The fair value of this contract depends on a fixed option premium income and the current and future difference between market electricity prices and the generation cost based on market gas prices, and on the effect of the hourly pricing optimization as foreseen in the contract. As a result of this transaction, the fair value change of this option agreement will offset fair value fluctuations of the \u2018PPA\u2019 . Based on the inputs above, the fair value of the electricity purchase agreement amounted to -6.2 million EUR (compared to a fair value of -8.0 million EUR as per December 31, 2022), while the fair value of the new electricity sale agreement was +2.1 million EUR. The total change in fair value (+3.8 million EUR) was recognized as an EBIT adjusting item (2022: +7.8 million EUR) (note 6 - EBIT adjusting items). The key assumptions used in the valuation as per December 31, 2023 are:
2024
2025
2026
Gas forward price
EUR/MWh
52.2
45.7
36.4
Electricity forward price
EUR/MWh
129.1
122.9
109.1
Discount rate
2.5%
The key assumptions used in the valuation as per December 31, 2022 are:
2023
2024
2025
Gas forward price
EUR/MWh
113.1
79.4
56.3
Electricity forward price
EUR/MWh
257.2
163.5
131.0
Discount rate
2.5%
The sensitivity of the valuation to changes in the principal assumptions of the electricity purchase agreement is the following:
Change in assumption
Impact fair value (Million EUR)
2023
2022
Gas price
+1 EUR/MWh
-2.1
-2.5
Electricity price
+1 EUR/MWh
1.0
1.3
Spark spread optimization
+1 EUR/MWh
1.0
1.3
Discount rate
+1%
0.1
0.2
Running hours T-Power nv
+10%
-1.6
-1.9
The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. As the terms and conditions of the electricity forward sale agreement are similar to those of the electricity forward purchase agreement, the group only retains an insignificant exposure to the volatility of gas and electricity prices . ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-453": { "value": "Credit risk The group is subject to the risk that the counterparties with whom it conducts its business (in particular its customers) and who have to make payments to the group, are unable to make such payments in a timely manner or at all. In order to manage its credit exposure, a credit committee per business unit has been created to determine a credit policy with credit limit requests, approval procedures, continuous monitoring of the credit exposure and dunning procedure in case of delays. The group has moreover globally elaborated a credit insurance program to protect accounts receivable from third party customers against non-payment. Every legal entity of the group is participating to this program and the insurance is provided by highly top-rated international credit insurance companies. A large majority of the receivables (around 95%) is covered under this group credit insurance program. The contract protects the insured activities against non-payment with a deductible between 5% and 20% and foresees an indemnification cap at group level. The program foresees a pay-out of the insured claims within 6 months after due date. The group has no significant concentration of credit risk. However, there can be no assurance that the group will be able to limit its potential loss of proceeds from counterparties who are unable to pay in a timely manner or at all. The liquidities available at year-end are deposited at highly rated international banks. The maximum exposure to credit risk amounts to 739.1 million EUR as per December 31, 2023 (2022: 643.8 million EUR). This amount consists of current and non-current trade and other receivables (483.2 million EUR, note 16 - Trade and other receivables), the loans granted (5.7 million EUR, included within \u201cOther investments and guarantees\u201d), long term investments (70.0 million EUR), derivative financial instruments (3.2 million EUR) and cash and cash equivalents (177.0 million EUR, note 18 - Cash and cash equivalents). The maximum exposure to credit risk for trade receivables at the reporting date by operating segment was (note 16 - Trade and other receivables):
(Million EUR)
note
2023
2022
Agro
146.8
155.8
Bio-valorization
98.1
112.5
Industrial Solutions
87.6
102.9
Machines & Technologies
56.6
-
T-Power
0.2
2.1
Non-allocated
0.1
0.1
Total
16
389.5
373.4
The ageing of trade receivables at the reporting date was:
(Million EUR)
note
2023
2022
Gross
Amounts
Gross
Amounts
written off
written off
Not past due
334.5
-
330.9
-
Past due 0-30 days
39.2
-0.0
31.5
-0.0
Past due 31-120 days
13.5
-0.2
8.3
-0.1
Past due 121-365 days
1.7
-1.2
3.9
-1.1
More than one year
5.0
-2.9
2.6
-2.6
Total
16
393.8
-4.3
377.2
-3.8
The group estimates that the amounts that are past due, for the majority covered through credit insurance, are still collectible, following an expected credit loss assessment based on historic payment behavior and extensive analysis of customer credit risk. Based on the group\u2019s monitoring of customer credit risk, the group estimates that, except for the amounts mentioned in the table above, no impairment allowance is necessary in respect of trade receivables not past due. The movement in the allowance for impairment in respect to trade receivables during the year was as follows:
(Million EUR)
note
2023
2022
Balance at January 1
-3.8
-3.5
Use of impairment loss
0.3
0.4
Reversal / (recognition) of impairment losses
5
0.0
-0.7
Change in consolidation scope
-0.9
-
Other movements
0.0
0.0
Balance at December 31
16
-4.3
-3.8
", "dimensions": { "concept": "ifrs-full:DisclosureOfCreditRiskExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-418": { "value": "The movement in the allowance for impairment in respect to trade receivables during the year was as follows:
(Million EUR)
note
2023
2022
Balance at January 1
-3.8
-3.5
Use of impairment loss
0.3
0.4
Reversal / (recognition) of impairment losses
5
0.0
-0.7
Change in consolidation scope
-0.9
-
Other movements
0.0
0.0
Balance at December 31
16
-4.3
-3.8
", "dimensions": { "concept": "ifrs-full:DisclosureOfAllowanceForCreditLossesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-479": { "value": "Liquidity risk Liquidity risk is defined as the risk that a company may have insufficient resources to fulfil its financial obligations at any time. Failure to meet financial obligations can result in significantly higher costs, and it can negatively affect reputation. Liquidity risk for the group is monitored through the group\u2019s corporate treasury department which tracks the development of the actual cash flow position of the group and uses input from subsidiaries to project short and long-term forecasts in order to adapt financial means to forecasted needs. Surplus cash is invested in deposits with appropriate maturities to ensure sufficient liquidity is available to meet liabilities when due. The group limits the liquidity risk through a series of actions: \u2022 a factoring program, set up at the end of 2009, and which was put on hold since 2015. \u2022 a Belgian commercial paper program of maximum 200.0 million EUR (no amount outstanding as per December 31, 2023, nor at December 31, 2022). \u2022 committed bi-lateral agreements with four banks for a total amount of 250.0 million EUR (of which part can be drawn in USD) till July 2027. These committed bi-lateral agreements have no financial covenants and ensure maximum flexibility for the different activities. As per December 31, 2023 none of these credit lines were used. \u2022 non-committed credit lines for 50.5 million EUR excluding bank guarantees or 67.5 million EUR including bank guarantees. \u2022 2 credit facilities have been drawn in 2022, each of 30.0 million EUR, with a maturity of 5 years (February 2027) and 7 years (April 2029). As per December 31, 2013 the remaining outstanding amounts were 21.6 million EUR and 23.6 million EUR respectively. These loans contain no financial covenants. The following are the contractual maturities of loans and borrowings, including interest payments:
(Million EUR)
note
2023
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.8
61.9
2.0
60.0
-
Credit facility T-Power nv
64.3
67.9
28.0
39.9
-
Credit institutions
54.6
56.2
17.4
36.7
2.1
Lease liabilities
59.1
67.8
20.2
36.9
10.7
Loans and borrowings
22
236.8
253.9
67.6
173.5
12.8
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.1
Inflow
12.6
12.6
-
-
Outflow
-12.7
-12.7
-
-
Interest rate swaps
-2.0
Inflow
2.2
1.4
0.8
-
Outflow
-4.4
-2.6
-1.7
-
Total
-2.1
-2.2
-1.3
-0.9
0.0
(Million EUR)
note
2022
Carrying
Contractual
Less than one
Between 1
More than 5
amount
cash flows
year
and 5 years
years
Non-derivative loans and borrowings
Bond with maturity date July 15, 2025
58.0
63.9
2.0
61.9
-
Credit facility T-Power nv
90.1
97.5
29.1
68.4
-
Credit institutions
65.2
67.5
14.3
45.9
7.2
Lease liabilities
52.2
59.8
17.3
30.6
11.9
Loans and borrowings
22
265.5
288.6
62.7
206.9
19.1
Bank overdrafts*
22
0.1
0.1
0.1
-
-
Derivatives
Foreign currency swaps
-0.0
Inflow
34.1
34.1
-
-
Outflow
-34.1
-34.1
-
-
Interest rate swaps
-3.2
Inflow
4.8
2.2
2.6
-
Outflow
-8.2
-3.7
-4.5
-
Total
-3.3
-3.4
-1.6
-1.9
0.0
*A bank overdraft is a flexible borrowing facility on a bank current account, which is repayable on demand. ", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-522": { "value": "Estimation of fair value of financial assets and liabilities The fair value of non-derivative loans and borrowings is calculated based on the net present value of future principal and interest cash flows discounted at market rate. These are based on market inputs from reliable financial information providers. Therefore, the fair value of the fixed interest-bearing loans and borrowings is within level 2 of the fair value hierarchy. The fair value of the non-current loans and borrowings at fixed interest rate, measured at amortized cost in the statement of financial position as per December 31 is presented below:
(Million EUR)
note
Carrying
2023
Carrying
2022
Fair value
Fair value
amount
amount
Non-current loans and borrowings
Lease liabilities
22
-40.1
-30.7
-35.4
-32.2
Credit institutions
22
-37.9
-35.7
-51.6
-47.3
Bonds (maturity date in 2025)
22
-58.8
-57.3
-58.0
-57.2
The bond issued in 2015 with a maturity of 10 years (the \u201c2025 bonds\u201d) was quoted at 98.9% as per December 31, 2023 (2022: 98.6%). The fair value of the following financial assets and liabilities approximates their carrying amount: \u2022 Trade and other receivables \u2022 Other investments \u2022 Long term investments \u2022 Cash and cash equivalents \u2022 Current loans and borrowings \u2022 Trade and other payables Fair value of derivative financial instruments The following table shows the carrying amounts of derivative financial instruments measured at fair value in the statement of financial position including their levels in the fair value hierarchy:
(Million EUR)
2023
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.0
-
-0.1
-
-
-0.1
-
-0.1
Interest rate swaps
-
-
-1.2
-0.8
-
-2.0
-
-2.0
Electricity forward
2.9
0.3
-4.8
-2.5
-
-
-4.1
-4.1
contracts
Total
3.0
0.3
-6.1
-3.4
0.0
-2.1
-4.1
-6.2
(Million EUR)
2022
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.1
-
-0.1
-
-
-0.0
-
-0.0
Interest rate swaps
-
-
-1.5
-1.7
-
-3.2
-
-3.2
Electricity forward
0.4
-
-
-8.4
-
-
-8.0
-8.0
contracts
Electricity and gas
0.1
-
-
-
-
0.1
-
0.1
forward contracts
Total
0.6
0.0
-1.6
-10.1
0.0
-3.1
-8.0
-11.1
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the current forward rate. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby taking into account the current unrealized gains or losses on open contracts. The following table indicates the fair values of all outstanding derivative and other financial instruments at year-end:
(Million EUR)
2023
2022
Contractual amount
Fair value
Contractual amount
Fair value
Foreign currency swaps
12.6
-0.1
34.1
-0.0
Interest rate swaps
-2.1
-2.0
-3.4
-3.2
Electricity and gas forward contracts
N/A
-4.1
N/A
-7.9
Total
10.6
-6.2
30.7
-11.1
The contractual amount indicates the volume of outstanding derivatives at the balance sheet date and therefore does not reflect the group\u2019s exposure to risks from such transactions. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFairValueMeasurementExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-454": { "value": "Fair value of derivative financial instruments The following table shows the carrying amounts of derivative financial instruments measured at fair value in the statement of financial position including their levels in the fair value hierarchy:
(Million EUR)
2023
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.0
-
-0.1
-
-
-0.1
-
-0.1
Interest rate swaps
-
-
-1.2
-0.8
-
-2.0
-
-2.0
Electricity forward
2.9
0.3
-4.8
-2.5
-
-
-4.1
-4.1
contracts
Total
3.0
0.3
-6.1
-3.4
0.0
-2.1
-4.1
-6.2
(Million EUR)
2022
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.1
-
-0.1
-
-
-0.0
-
-0.0
Interest rate swaps
-
-
-1.5
-1.7
-
-3.2
-
-3.2
Electricity forward
0.4
-
-
-8.4
-
-
-8.0
-8.0
contracts
Electricity and gas
0.1
-
-
-
-
0.1
-
0.1
forward contracts
Total
0.6
0.0
-1.6
-10.1
0.0
-3.1
-8.0
-11.1
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the current forward rate. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby taking into account the current unrealized gains or losses on open contracts. The following table indicates the fair values of all outstanding derivative and other financial instruments at year-end:
(Million EUR)
2023
2022
Contractual amount
Fair value
Contractual amount
Fair value
Foreign currency swaps
12.6
-0.1
34.1
-0.0
Interest rate swaps
-2.1
-2.0
-3.4
-3.2
Electricity and gas forward contracts
N/A
-4.1
N/A
-7.9
Total
10.6
-6.2
30.7
-11.1
The contractual amount indicates the volume of outstanding derivatives at the balance sheet date and therefore does not reflect the group\u2019s exposure to risks from such transactions. The total fair value of the derivative financial instruments at December 31, 2023 amounts to -6.2 million EUR (2022: -11.1 million EUR) and consists of: \u2022 forward interest rate agreements at T-Power nv, with maturity date in the period 2024-2026 \u2022 foreign currency swaps, with maturity date in January 2024 \u2022 an electricity forward purchase contract, with maturity date in June 2026 (-6.2 million EUR), which is partially offset by an electricity forward sale contract with similar terms and conditions, starting in November 2023 and with maturity date in June 2026 (+2.1 million EUR) The outstanding interest rate swaps of T-Power nv (which fixed the 6 months EURIBOR at 5.6% per annum for approximately 80% of the outstanding loan with maturity dates till 2026) are, in accordance with the requirements of IFRS 9, designated as hedging instruments in a cash flow relationship as per December 31, 2023. The effective portion of the change in fair value is therefore recognized in the hedging reserves for an amount of -2.0 million EUR (Other comprehensive income). A level 2 fair value measurement is applied for the fair value measurement of these agreements. The table below indicates the underlying contractual amount of the outstanding foreign currency contracts per currency at year-end (selling of foreign currencies):
(Million EUR)
Amount in foreign
2023
Amount in foreign
2022
Amount in EUR
Amount in EUR
currency
currency
GBP
4.0
4.6
3.5
4.0
USD
-
-
23.6
22.1
JPY
658.6
4.2
647.7
4.5
Other
3.9
3.5
Total
12.6
34.1
The group sold the majority of its PVC/Chlor-Alkali activities in the third quarter of 2011. The electricity purchase agreement relating to that activity was not part of the sale transaction and therefore the group is still under an obligation to purchase certain quantities of electricity. As the group no longer needs the electricity for its own use, it needs to sell the electricity on the market until the end of the contract. Because of significant unobservable inputs, a level 3 fair value measurement is applied for the fair value measurement of the electricity purchase agreement (\u2018PPA\u2019 - Purchase Power Agreement), for which the own-use exemption under IFRS 9 is not applicable anymore. The value of the contract is depending on the current and future difference between market electricity prices and the generation cost based on market gas prices (the \u201cspark spread\u201d), and on the effect of the hourly pricing optimization as foreseen in the contract. The used base load future prices are calculated based on the 2023 average daily TTF Gas Yearly forward prices and on the 2023 average daily Endex Yearly forward electricity prices for Belgium. The future hourly optimization effect is calculated as an extrapolation of the trend since the start of the contract. In November 2023, the group entered into an electricity forward sale agreement. In return for a fixed option premium, the group is obliged to deliver the same quantity of electricity as the one bought in the \u2018PPA\u2019. The terms and conditions to sell energy under this agreement are similar to the terms and conditions of the \u2018PPA\u2019. Because of significant unobservable inputs, a level 3 fair value measurement is also applied for the fair value measurement of this agreement. The fair value of this contract depends on a fixed option premium income and the current and future difference between market electricity prices and the generation cost based on market gas prices, and on the effect of the hourly pricing optimization as foreseen in the contract. As a result of this transaction, the fair value change of this option agreement will offset fair value fluctuations of the \u2018PPA\u2019 . Based on the inputs above, the fair value of the electricity purchase agreement amounted to -6.2 million EUR (compared to a fair value of -8.0 million EUR as per December 31, 2022), while the fair value of the new electricity sale agreement was +2.1 million EUR. The total change in fair value (+3.8 million EUR) was recognized as an EBIT adjusting item (2022: +7.8 million EUR) (note 6 - EBIT adjusting items). The key assumptions used in the valuation as per December 31, 2023 are:
2024
2025
2026
Gas forward price
EUR/MWh
52.2
45.7
36.4
Electricity forward price
EUR/MWh
129.1
122.9
109.1
Discount rate
2.5%
The key assumptions used in the valuation as per December 31, 2022 are:
2023
2024
2025
Gas forward price
EUR/MWh
113.1
79.4
56.3
Electricity forward price
EUR/MWh
257.2
163.5
131.0
Discount rate
2.5%
The sensitivity of the valuation to changes in the principal assumptions of the electricity purchase agreement is the following:
Change in assumption
Impact fair value (Million EUR)
2023
2022
Gas price
+1 EUR/MWh
-2.1
-2.5
Electricity price
+1 EUR/MWh
1.0
1.3
Spark spread optimization
+1 EUR/MWh
1.0
1.3
Discount rate
+1%
0.1
0.2
Running hours T-Power nv
+10%
-1.6
-1.9
The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. As the terms and conditions of the electricity forward sale agreement are similar to those of the electricity forward purchase agreement, the group only retains an insignificant exposure to the volatility of gas and electricity prices . ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsAtFairValueThroughProfitOrLossExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-509": { "value": "Fair value of derivative financial instruments The following table shows the carrying amounts of derivative financial instruments measured at fair value in the statement of financial position including their levels in the fair value hierarchy:
(Million EUR)
2023
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.0
-
-0.1
-
-
-0.1
-
-0.1
Interest rate swaps
-
-
-1.2
-0.8
-
-2.0
-
-2.0
Electricity forward
2.9
0.3
-4.8
-2.5
-
-
-4.1
-4.1
contracts
Total
3.0
0.3
-6.1
-3.4
0.0
-2.1
-4.1
-6.2
(Million EUR)
2022
Carrying amount balance sheet
Fair value hierarchy
Non-
Non-
Current
Current
current
current
Level 1
Level 2
Level 3
Total
assets
liabilities
assets
liabilities
Foreign currency swaps
0.1
-
-0.1
-
-
-0.0
-
-0.0
Interest rate swaps
-
-
-1.5
-1.7
-
-3.2
-
-3.2
Electricity forward
0.4
-
-
-8.4
-
-
-8.0
-8.0
contracts
Electricity and gas
0.1
-
-
-
-
0.1
-
0.1
forward contracts
Total
0.6
0.0
-1.6
-10.1
0.0
-3.1
-8.0
-11.1
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of forward contracts is calculated as the discounted value of the difference between the contract rate and the current forward rate. The fair value of these instruments generally reflects the estimated amounts that the group would receive on settlement of favorable contracts or be required to pay to terminate unfavorable contracts at the reporting date, and thereby taking into account the current unrealized gains or losses on open contracts. The following table indicates the fair values of all outstanding derivative and other financial instruments at year-end:
(Million EUR)
2023
2022
Contractual amount
Fair value
Contractual amount
Fair value
Foreign currency swaps
12.6
-0.1
34.1
-0.0
Interest rate swaps
-2.1
-2.0
-3.4
-3.2
Electricity and gas forward contracts
N/A
-4.1
N/A
-7.9
Total
10.6
-6.2
30.7
-11.1
The contractual amount indicates the volume of outstanding derivatives at the balance sheet date and therefore does not reflect the group\u2019s exposure to risks from such transactions. The total fair value of the derivative financial instruments at December 31, 2023 amounts to -6.2 million EUR (2022: -11.1 million EUR) and consists of: \u2022 forward interest rate agreements at T-Power nv, with maturity date in the period 2024-2026 \u2022 foreign currency swaps, with maturity date in January 2024 \u2022 an electricity forward purchase contract, with maturity date in June 2026 (-6.2 million EUR), which is partially offset by an electricity forward sale contract with similar terms and conditions, starting in November 2023 and with maturity date in June 2026 (+2.1 million EUR) The outstanding interest rate swaps of T-Power nv (which fixed the 6 months EURIBOR at 5.6% per annum for approximately 80% of the outstanding loan with maturity dates till 2026) are, in accordance with the requirements of IFRS 9, designated as hedging instruments in a cash flow relationship as per December 31, 2023. The effective portion of the change in fair value is therefore recognized in the hedging reserves for an amount of -2.0 million EUR (Other comprehensive income). A level 2 fair value measurement is applied for the fair value measurement of these agreements. The table below indicates the underlying contractual amount of the outstanding foreign currency contracts per currency at year-end (selling of foreign currencies):
(Million EUR)
Amount in foreign
2023
Amount in foreign
2022
Amount in EUR
Amount in EUR
currency
currency
GBP
4.0
4.6
3.5
4.0
USD
-
-
23.6
22.1
JPY
658.6
4.2
647.7
4.5
Other
3.9
3.5
Total
12.6
34.1
The group sold the majority of its PVC/Chlor-Alkali activities in the third quarter of 2011. The electricity purchase agreement relating to that activity was not part of the sale transaction and therefore the group is still under an obligation to purchase certain quantities of electricity. As the group no longer needs the electricity for its own use, it needs to sell the electricity on the market until the end of the contract. Because of significant unobservable inputs, a level 3 fair value measurement is applied for the fair value measurement of the electricity purchase agreement (\u2018PPA\u2019 - Purchase Power Agreement), for which the own-use exemption under IFRS 9 is not applicable anymore. The value of the contract is depending on the current and future difference between market electricity prices and the generation cost based on market gas prices (the \u201cspark spread\u201d), and on the effect of the hourly pricing optimization as foreseen in the contract. The used base load future prices are calculated based on the 2023 average daily TTF Gas Yearly forward prices and on the 2023 average daily Endex Yearly forward electricity prices for Belgium. The future hourly optimization effect is calculated as an extrapolation of the trend since the start of the contract. In November 2023, the group entered into an electricity forward sale agreement. In return for a fixed option premium, the group is obliged to deliver the same quantity of electricity as the one bought in the \u2018PPA\u2019. The terms and conditions to sell energy under this agreement are similar to the terms and conditions of the \u2018PPA\u2019. Because of significant unobservable inputs, a level 3 fair value measurement is also applied for the fair value measurement of this agreement. The fair value of this contract depends on a fixed option premium income and the current and future difference between market electricity prices and the generation cost based on market gas prices, and on the effect of the hourly pricing optimization as foreseen in the contract. As a result of this transaction, the fair value change of this option agreement will offset fair value fluctuations of the \u2018PPA\u2019 . Based on the inputs above, the fair value of the electricity purchase agreement amounted to -6.2 million EUR (compared to a fair value of -8.0 million EUR as per December 31, 2022), while the fair value of the new electricity sale agreement was +2.1 million EUR. The total change in fair value (+3.8 million EUR) was recognized as an EBIT adjusting item (2022: +7.8 million EUR) (note 6 - EBIT adjusting items). The key assumptions used in the valuation as per December 31, 2023 are:
2024
2025
2026
Gas forward price
EUR/MWh
52.2
45.7
36.4
Electricity forward price
EUR/MWh
129.1
122.9
109.1
Discount rate
2.5%
The key assumptions used in the valuation as per December 31, 2022 are:
2023
2024
2025
Gas forward price
EUR/MWh
113.1
79.4
56.3
Electricity forward price
EUR/MWh
257.2
163.5
131.0
Discount rate
2.5%
The sensitivity of the valuation to changes in the principal assumptions of the electricity purchase agreement is the following:
Change in assumption
Impact fair value (Million EUR)
2023
2022
Gas price
+1 EUR/MWh
-2.1
-2.5
Electricity price
+1 EUR/MWh
1.0
1.3
Spark spread optimization
+1 EUR/MWh
1.0
1.3
Discount rate
+1%
0.1
0.2
Running hours T-Power nv
+10%
-1.6
-1.9
The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. As the terms and conditions of the electricity forward sale agreement are similar to those of the electricity forward purchase agreement, the group only retains an insignificant exposure to the volatility of gas and electricity prices . ", "dimensions": { "concept": "ifrs-full:DisclosureOfFairValueOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-523": { "value": "The total fair value of the derivative financial instruments at December 31, 2023 amounts to -6.2 million EUR (2022: -11.1 million EUR) and consists of: \u2022 forward interest rate agreements at T-Power nv, with maturity date in the period 2024-2026 \u2022 foreign currency swaps, with maturity date in January 2024 \u2022 an electricity forward purchase contract, with maturity date in June 2026 (-6.2 million EUR), which is partially offset by an electricity forward sale contract with similar terms and conditions, starting in November 2023 and with maturity date in June 2026 (+2.1 million EUR) The outstanding interest rate swaps of T-Power nv (which fixed the 6 months EURIBOR at 5.6% per annum for approximately 80% of the outstanding loan with maturity dates till 2026) are, in accordance with the requirements of IFRS 9, designated as hedging instruments in a cash flow relationship as per December 31, 2023. The effective portion of the change in fair value is therefore recognized in the hedging reserves for an amount of -2.0 million EUR (Other comprehensive income). A level 2 fair value measurement is applied for the fair value measurement of these agreements. The table below indicates the underlying contractual amount of the outstanding foreign currency contracts per currency at year-end (selling of foreign currencies):
(Million EUR)
Amount in foreign
2023
Amount in foreign
2022
Amount in EUR
Amount in EUR
currency
currency
GBP
4.0
4.6
3.5
4.0
USD
-
-
23.6
22.1
JPY
658.6
4.2
647.7
4.5
Other
3.9
3.5
Total
12.6
34.1
The group sold the majority of its PVC/Chlor-Alkali activities in the third quarter of 2011. The electricity purchase agreement relating to that activity was not part of the sale transaction and therefore the group is still under an obligation to purchase certain quantities of electricity. As the group no longer needs the electricity for its own use, it needs to sell the electricity on the market until the end of the contract. Because of significant unobservable inputs, a level 3 fair value measurement is applied for the fair value measurement of the electricity purchase agreement (\u2018PPA\u2019 - Purchase Power Agreement), for which the own-use exemption under IFRS 9 is not applicable anymore. The value of the contract is depending on the current and future difference between market electricity prices and the generation cost based on market gas prices (the \u201cspark spread\u201d), and on the effect of the hourly pricing optimization as foreseen in the contract. The used base load future prices are calculated based on the 2023 average daily TTF Gas Yearly forward prices and on the 2023 average daily Endex Yearly forward electricity prices for Belgium. The future hourly optimization effect is calculated as an extrapolation of the trend since the start of the contract. In November 2023, the group entered into an electricity forward sale agreement. In return for a fixed option premium, the group is obliged to deliver the same quantity of electricity as the one bought in the \u2018PPA\u2019. The terms and conditions to sell energy under this agreement are similar to the terms and conditions of the \u2018PPA\u2019. Because of significant unobservable inputs, a level 3 fair value measurement is also applied for the fair value measurement of this agreement. The fair value of this contract depends on a fixed option premium income and the current and future difference between market electricity prices and the generation cost based on market gas prices, and on the effect of the hourly pricing optimization as foreseen in the contract. As a result of this transaction, the fair value change of this option agreement will offset fair value fluctuations of the \u2018PPA\u2019 . Based on the inputs above, the fair value of the electricity purchase agreement amounted to -6.2 million EUR (compared to a fair value of -8.0 million EUR as per December 31, 2022), while the fair value of the new electricity sale agreement was +2.1 million EUR. The total change in fair value (+3.8 million EUR) was recognized as an EBIT adjusting item (2022: +7.8 million EUR) (note 6 - EBIT adjusting items). The key assumptions used in the valuation as per December 31, 2023 are:
2024
2025
2026
Gas forward price
EUR/MWh
52.2
45.7
36.4
Electricity forward price
EUR/MWh
129.1
122.9
109.1
Discount rate
2.5%
The key assumptions used in the valuation as per December 31, 2022 are:
2023
2024
2025
Gas forward price
EUR/MWh
113.1
79.4
56.3
Electricity forward price
EUR/MWh
257.2
163.5
131.0
Discount rate
2.5%
The sensitivity of the valuation to changes in the principal assumptions of the electricity purchase agreement is the following:
Change in assumption
Impact fair value (Million EUR)
2023
2022
Gas price
+1 EUR/MWh
-2.1
-2.5
Electricity price
+1 EUR/MWh
1.0
1.3
Spark spread optimization
+1 EUR/MWh
1.0
1.3
Discount rate
+1%
0.1
0.2
Running hours T-Power nv
+10%
-1.6
-1.9
The above sensitivity analyses are based on a change in one assumption while holding all other assumptions stable. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. As the terms and conditions of the electricity forward sale agreement are similar to those of the electricity forward purchase agreement, the group only retains an insignificant exposure to the volatility of gas and electricity prices ", "dimensions": { "concept": "ifrs-full:DisclosureOfDerivativeFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-455": { "value": "27. Guarantees and commitments
(Million EUR)
2023
2022
Guarantees given by third parties on behalf of the group
29.9
29.3
Guarantees given on behalf of third parties
1.8
3.0
Guarantees received from third parties
9.2
6.7
Commitments related to capital expenditures
84.2
52.9
Guarantees given by third parties on behalf of the group mainly relate to the fulfilment of environmental obligations for 22.7 million EUR (2022: 22.7 million EUR) of Tessenderlo Group nv. The remaining balance consists of numerous other guarantees to secure custom and other obligations. Guarantees given on behalf of third parties mainly relate to guarantees given for the fulfilment of lease obligations. The guarantees received from third parties concern guarantees, which suppliers grant to the group as guarantee for the proper execution of investment projects. Capital expenditure contracted for at the end of the reporting period, but not yet incurred, amounts to 84.2 million EUR (2022: 52.9 million EUR). These commitments mainly include the capital expenditure related to the construction of a new Thio-Sul\u00ae manufacturing plant in the Netherlands (operating segment Agro), the construction of a new liquid fertilizer plant in the Unites States (operating segment Agro), the ongoing construction of a new headquarter office for Picanol Group in Ieper (operating segment Machines & Technologies), capital expenditure to facilitate an improved valorization of animal by-products, as well as the purchase of trucks which were previously leased (operating segment Bio-valorization), and investments in production capacity expansion and in production efficiency improvements within DYKA Group (operating segment Industrial Solutions). The shares of T-Power nv are pledged in first degree to guarantee the liabilities in respect of a \u201cfacility agreement\u201d of 440.0 million EUR signed on December 18, 2008 between T-Power nv and a syndicate of banks as amended and restated for the last time pursuant to an amendment and restatement deed on March 25, 2019 (with one remaining bank). The T-Power nv shares are pledged in second degree to guarantee the \u201ctolling agreement\u201d for the entire 425 MW capacity signed on August 13, 2008 between T-Power nv and RWE group. The tolling agreement has a 15-year duration and will end in June 2026. The group and its subsidiaries have certain other contingent liabilities relating to long-term purchase obligations and commitments. The agreements typically concern strategic raw materials and goods and services, such as electricity and gas. 28. Contingencies The group is confronted with a number of claims or potential claims and disputes, which are a consequence of the daily operational activities. To the extent such claims and disputes are such that it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation, suitable provisions have been made. Tessenderlo Group and Akiolis have taken note of a statement of objections (\"notification de griefs\") sent by the French Competition Authority on April 28, 2022, to, among others, the company and Akiolis companies. Tessenderlo Group nv and Akiolis companies are accused of having infringed French competition law in connection with a reorganization of its activities in 2015. Tessenderlo Group and Akiolis are cooperating with the investigation and have prepared their defense on this matter together with their lawyers. The financial impact of this case, if any, can currently not reliably be estimated based on the information in the notification. It is the group\u2019s policy to recognize environmental provisions in the balance sheet, when the group has a present obligation (legal or constructive) as a result of a past event, when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation. These provisions are reviewed periodically and adjusted, if necessary, as assessments and work proceeds and additional information becomes available. Environmental liabilities can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. As stated in note 24 - Provisions, the environmental provisions in accordance with the above policies aggregated to 97.8 million EUR at December 31, 2023 (December 31, 2022: 96.7 million EUR). While it is not feasible to predict the outcome of all pending environmental exposures, it cannot be excluded that there will be a need for future provisions for environmental costs. In management\u2019s opinion, based on information currently available, such provisions would not have a material effect on the group\u2019s financial position, taking into account the current financial structure of the group. However, it cannot be excluded that such provisions could have a material impact on the income statement of a specific accounting period. Acquisition, investment and joint-venture agreements as well as divestments may contain habitual provisions leading to price adjustments. In addition, for divestments, proper consideration has been given to provisions for possible indemnifications payable to the acquirer, if any, including matters in the area of health, environment, tax, product liability, restructuring, competition, pensions and share incentives. Based on information currently available, the possibility of any significant cash outflow is considered to be remote. Some plants of the group need to comply with the European regulations to cover operational emissions for products exposed to carbon leakage. In a case of a deficit, additional emission allowances will be purchased. The cost of additional emission allowances purchased during 2023 was equal to 10.6 million EUR (2022: 6.4 million EUR). The surplus or deficit of emission allowances over the next year may vary, depending on several factors such as future production volumes, process optimizations and energy efficiency improvements. The carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR as per December 31, 2023 (2022: 0.9 million EUR). ", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsAndContingentLiabilitiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-480": { "value": "27. Guarantees and commitments
(Million EUR)
2023
2022
Guarantees given by third parties on behalf of the group
29.9
29.3
Guarantees given on behalf of third parties
1.8
3.0
Guarantees received from third parties
9.2
6.7
Commitments related to capital expenditures
84.2
52.9
Guarantees given by third parties on behalf of the group mainly relate to the fulfilment of environmental obligations for 22.7 million EUR (2022: 22.7 million EUR) of Tessenderlo Group nv. The remaining balance consists of numerous other guarantees to secure custom and other obligations. Guarantees given on behalf of third parties mainly relate to guarantees given for the fulfilment of lease obligations. The guarantees received from third parties concern guarantees, which suppliers grant to the group as guarantee for the proper execution of investment projects. Capital expenditure contracted for at the end of the reporting period, but not yet incurred, amounts to 84.2 million EUR (2022: 52.9 million EUR). These commitments mainly include the capital expenditure related to the construction of a new Thio-Sul\u00ae manufacturing plant in the Netherlands (operating segment Agro), the construction of a new liquid fertilizer plant in the Unites States (operating segment Agro), the ongoing construction of a new headquarter office for Picanol Group in Ieper (operating segment Machines & Technologies), capital expenditure to facilitate an improved valorization of animal by-products, as well as the purchase of trucks which were previously leased (operating segment Bio-valorization), and investments in production capacity expansion and in production efficiency improvements within DYKA Group (operating segment Industrial Solutions). The shares of T-Power nv are pledged in first degree to guarantee the liabilities in respect of a \u201cfacility agreement\u201d of 440.0 million EUR signed on December 18, 2008 between T-Power nv and a syndicate of banks as amended and restated for the last time pursuant to an amendment and restatement deed on March 25, 2019 (with one remaining bank). The T-Power nv shares are pledged in second degree to guarantee the \u201ctolling agreement\u201d for the entire 425 MW capacity signed on August 13, 2008 between T-Power nv and RWE group. The tolling agreement has a 15-year duration and will end in June 2026. The group and its subsidiaries have certain other contingent liabilities relating to long-term purchase obligations and commitments. The agreements typically concern strategic raw materials and goods and services, such as electricity and gas. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-481": { "value": "28. Contingencies The group is confronted with a number of claims or potential claims and disputes, which are a consequence of the daily operational activities. To the extent such claims and disputes are such that it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation, suitable provisions have been made. Tessenderlo Group and Akiolis have taken note of a statement of objections (\"notification de griefs\") sent by the French Competition Authority on April 28, 2022, to, among others, the company and Akiolis companies. Tessenderlo Group nv and Akiolis companies are accused of having infringed French competition law in connection with a reorganization of its activities in 2015. Tessenderlo Group and Akiolis are cooperating with the investigation and have prepared their defense on this matter together with their lawyers. The financial impact of this case, if any, can currently not reliably be estimated based on the information in the notification. It is the group\u2019s policy to recognize environmental provisions in the balance sheet, when the group has a present obligation (legal or constructive) as a result of a past event, when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate can be made of the amount of the obligation. These provisions are reviewed periodically and adjusted, if necessary, as assessments and work proceeds and additional information becomes available. Environmental liabilities can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation or other factors of a similar nature. As stated in note 24 - Provisions, the environmental provisions in accordance with the above policies aggregated to 97.8 million EUR at December 31, 2023 (December 31, 2022: 96.7 million EUR). While it is not feasible to predict the outcome of all pending environmental exposures, it cannot be excluded that there will be a need for future provisions for environmental costs. In management\u2019s opinion, based on information currently available, such provisions would not have a material effect on the group\u2019s financial position, taking into account the current financial structure of the group. However, it cannot be excluded that such provisions could have a material impact on the income statement of a specific accounting period. Acquisition, investment and joint-venture agreements as well as divestments may contain habitual provisions leading to price adjustments. In addition, for divestments, proper consideration has been given to provisions for possible indemnifications payable to the acquirer, if any, including matters in the area of health, environment, tax, product liability, restructuring, competition, pensions and share incentives. Based on information currently available, the possibility of any significant cash outflow is considered to be remote. Some plants of the group need to comply with the European regulations to cover operational emissions for products exposed to carbon leakage. In a case of a deficit, additional emission allowances will be purchased. The cost of additional emission allowances purchased during 2023 was equal to 10.6 million EUR (2022: 6.4 million EUR). The surplus or deficit of emission allowances over the next year may vary, depending on several factors such as future production volumes, process optimizations and energy efficiency improvements. The carrying amount of emission allowances included in intangible assets amounts to 3.7 million EUR as per December 31, 2023 (2022: 0.9 million EUR). ", "dimensions": { "concept": "ifrs-full:DisclosureOfContingentLiabilitiesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-533": { "value": "29. Related parties The company has a related party relationship with its subsidiaries, joint-ventures and with its controlling shareholders (Oostiep Group bv, controlled by Mr. Luc Tack, and Manuco International nv, controlled by Mr. Patrick Steverlynck), directors and its Executive Committee. The Belgian pension fund \u201cOFP Pensioenfonds\u201d, which covers the post-employment benefit obligation of the employees of Tessenderlo Group nv and Tessenderlo Chemie International nv, is also considered to be a related party. In accordance with article 7:53 of the Belgian Code of Companies and Associations, the extraordinary meeting of shareholders of July 10, 2019 has decided to introduce a loyalty voting right for each fully paid-up share that has continuously been registered in the share register on the name of the same shareholder for at least two years. The total number of voting rights amounts to 109,147,812 as per December 31, 2023. Out of these 109,147,812 voting rights (a) the exercise of the 97,500 voting rights attached to the treasury shares of Tessenderlo Group nv is suspended in accordance with article 7:217, \u00a71, second paragraph of the Belgian Companies and associations code and (b) the exercise of the 43,567,589 voting rights attached to the shares that are held by Picanol nv is suspended in accordance with article 7:224 of the Belgian Companies and associations code. As per December 31, 2023 Oostiep Group bv was holding 37,439,220 voting rights (34.30% of the total voting rights), while Manuco International nv and Mr. Patrick Steverlynck were holding 5,690,283 voting rights (5.21% of the total voting rights). The group purchased and sold goods and services to various related parties in which the group holds a 50% equity interest (investment in joint-ventures). Such transactions were conducted at terms comparable to transactions with third parties. As per December 31, 2023, the group has an outstanding payable of 7.7 million EUR, related to the 2022 dividend withholding taxes, to Oostiep Group bv. This payable was settled in January 2024 (note 25 - Trade and other payables). Premiums for an amount of 2.0 million EUR were paid to the Belgian pension fund, \u201cOFP Pensioenfonds\u201d(2022: 1.8 million EUR). Liabilities related to employee benefits schemes as per December 31, 2023 include 7.3 million EUR related to the \u201cOFP Pensioenfonds\u201d (2022: 7.8 million EUR). Transactions with joint-ventures 36 :
(Million EUR)
note
2023
2022
Transactions with joint-ventures - Sales
-
-
Transactions with joint-ventures - Purchases
-49.2
-74.9
Non-current assets
5.7
8.2
Current assets
16
0.4
0.7
Current liabilities
25
3.2
3.5
The lower amount of purchases with joint-ventures (49.2 million EUR in 2023 compared to 74.9 million EUR in 2022) can be explained by a decrease of the purchase prices. 36 We refer to note 14 - Investments accounted for using the equity method, other investments and guarantees for more information on the group\u2019s joint-ventures. Transactions with the members of the Executive Committee:
(Million EUR)
2023
2022
Short-term employee benefits
2.2
3.4
Long-term employee benefits
0.8
0.5
Post-employment benefits
0.1
0.1
Severance pay
1.6
-
Total
4.7
4.0
Short-term employee benefits include salaries and accrued bonuses over 2023 (both including social security contributions), car leases and other allowances or benefits where applicable. The short-term employee benefits include fix and variable employee benefits for respectively 1.7 million EUR and 0.5 million EUR. The variable short term employee benefits are related to the performance of the year 2023 and are payable within 12 months after the end of the year 2023. The long-term benefits are related to the long term incentive plans applicable for the senior management levels: \u2022 The amount included in 2022 covers the advance payment of 25% of the target amount related to the long-term incentive plan for the years 2022-2024, paid out in 2023. \u2022 The amount included in 2023 covers the second advance payment of 25% of the target amount to the CEO, related to the long-term incentive plan 2022-2024, to be paid out in April 2024. As the COO/CFO left the company in 2023, the amount included in 2023 also covers the settlement of his remaining long-term incentive plans, to be paid in 2024. The post-employment benefits include the periodic pension costs of the pension plan, calculated by an actuary. Mr. Stefaan Haspeslagh left the company on December 31, 2023. Mr. Stefaan Haspeslagh/Findar BVBA, represented by Mr. Stefaan Haspeslagh, was entitled to a termination benefit payment of 1.6 million EUR, excluding the 2023 short term variable and long term incentive. The Executive Committee in 2023 was composed by the CEO, Mr. Luc Tack, and the COO/CFO Mr. Stefaan Haspeslagh, permanent representative of Findar BVBA as well as any other member appointed by the Board of Directors (no one at this stage). In 2023, the members of the Executive Committee did not receive any shares from Tessenderlo Group nv. There was no new emission of warrants in 2023 and no warrants were exercised by members of the Executive Committee during 2023. In the fourth quarter of 2023, the group announced several senior leadership changes as part of the further succession planning for the group. In this context, an agreement was concluded with Mr. Stefaan Haspeslagh whereby his respective executive functions as CFO and COO ended on December 31, 2023. Mr. Haspeslagh will continue to serve as Director and Chairman of the Board of Directors until the next General Shareholders' Meeting in 2024. On January 1, 2024, Mr. Miguel de Potter has joined the Executive Committee as new CFO and Mrs. Sandra Hoeylaerts has taken up the position of Chief Transformation Officer (CTO) on January 1, 2024. The new ExCom is made up of Mr. Luc Tack (CEO), Mrs. Sandra Hoeylaerts (CTO), and Mr. Miguel de Potter (CFO) from January 1, 2024, onwards. The following related party transactions took place with other companies owned by Mr. Luc Tack in 2023: \u2022 Tessenderlo Kerley, Inc. rents office space of the Phoenix (United States) headquarters building to Talalay Global (United States). \u2022 Kuhlmann Europe has been selling ferric chloride and caustic soda to Truck- en Tankcleaning Tack nv. \u2022 Tessenderlo Group has provided legal services to Latexco, while DYKA Group (operating segment Industrial Solutions) replaced Latexco in their partnership with Soudal-Quickstep Team during the Tour de France of 2023. \u2022 Picanol nv engaged in commercial transactions involving the sales of spare parts of weaving machines. These transactions are considered to be insignificant and were concluded at arm\u2019s length conditions and were approved by the Board of Directors. Some family members of Mr. Luc Tack are employed by the group or have an advisory role within the group. All agreements were concluded at arm\u2019s length conditions and were approved by the Board of Directors. Mrs. Laurie Tack was appointed as non-executive director on the annual shareholders\u2019 meeting on May 9, 2023. No transactions, except for those mentioned above, have occurred with the members of the Executive Committee. Transactions with the members of the Board of Directors:
Members
Remuneration in EUR
2023
2022
Management Deprez bv, represented by
Fixed annual fee
45,000
27,500
its permanent representative Ms. Veerle
Variable fee per half day attended
11,000
23,000
Deprez (independent non-executive
director). Member of the Board of
Directors since June 6, 2017.
Total remuneration
56,000
50,500
ANBA bvba, represented by its
Fixed annual fee
45,000
27,500
permanent representative Ms. Anne-
Additional fixed fee for chairman of Audit Committee
5,000
3,000
Marie Baeyaert (independent non-
executive director). Member of the Board
Variable fee per half day attended
11,000
23,000
of Directors since June 6, 2017.
Total remuneration
61,000
53,500
Fixed annual fee
45,000
27,500
Stefaan Haspeslagh (executive director)
Additional fixed fee for chairman of Board of Directors
132,500
72,500
Variable fee per half day attended
11,000
15,000
Total remuneration
188,500
115,000
Fixed annual fee
45,000
27,500
Luc Tack (executive director)
Variable fee per half day attended
11,000
15,000
Total remuneration
56,000
42,500
Fixed annual fee
45,000
27,500
Karel Vinck (non-executive director)
Variable fee per half day attended
11,000
15,500
Total remuneration
56,000
43,000
Wouter De Geest (independent non-
Fixed annual fee
45,000
27,500
executive director). Member of the Board
Variable fee per half day attended
11,000
22,000
of Directors since May 11, 2021.
Total remuneration
56,000
49,500
Fixed annual fee
28,911
-
Laurie Tack (non-executive director)
Variable fee per half day attended
8,000
-
Total remuneration
36,911
0
Pasma nv, represented by its permanent
Fixed annual fee
28,911
-
representative Mr. Patrick Steverlynck
Variable fee per half day attended
8,000
-
(non-executive director).
Total remuneration
36,911
0
Ann Vereecke bv, represented by its
Fixed annual fee
28,911
-
permanent representative Ms. Ann
Variable fee per half day attended
8,000
-
Vereecke (independent non-executive
director). Member of the Board of
Directors since May 9, 2023.
Total remuneration
36,911
0
Total
584,233
354,000
", "dimensions": { "concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-482": { "value": "Transactions with joint-ventures 36 :
(Million EUR)
note
2023
2022
Transactions with joint-ventures - Sales
-
-
Transactions with joint-ventures - Purchases
-49.2
-74.9
Non-current assets
5.7
8.2
Current assets
16
0.4
0.7
Current liabilities
25
3.2
3.5
The lower amount of purchases with joint-ventures (49.2 million EUR in 2023 compared to 74.9 million EUR in 2022) can be explained by a decrease of the purchase prices. Tessenderlo Kerley, Inc. has granted a 11.0 million USD loan to the joint-venture Jupiter Sulphur LLC, which was fully drawn in the period over 2017 and 2018, and which remains outstanding for 6.3 million USD (5.7 million EUR). Jupiter Sulphur LLC obtained the same amount from the other joint-venture partner. The loan is interest bearing (3.0%) and outstanding till December 2026 at the latest, whereby the cash needs in Jupiter Sulphur LLC will be taken into account. The granted loan is included in \u201cOther investments\u201d in the group\u2019s consolidated statement of financial position. The related interest income is considered to be insignificant and is not eliminated. ", "dimensions": { "concept": "ifrs-full:DisclosureOfJointVenturesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-419": { "value": "Transactions with the members of the Executive Committee:
(Million EUR)
2023
2022
Short-term employee benefits
2.2
3.4
Long-term employee benefits
0.8
0.5
Post-employment benefits
0.1
0.1
Severance pay
1.6
-
Total
4.7
4.0
Short-term employee benefits include salaries and accrued bonuses over 2023 (both including social security contributions), car leases and other allowances or benefits where applicable. The short-term employee benefits include fix and variable employee benefits for respectively 1.7 million EUR and 0.5 million EUR. The variable short term employee benefits are related to the performance of the year 2023 and are payable within 12 months after the end of the year 2023. The long-term benefits are related to the long term incentive plans applicable for the senior management levels: \u2022 The amount included in 2022 covers the advance payment of 25% of the target amount related to the long-term incentive plan for the years 2022-2024, paid out in 2023. \u2022 The amount included in 2023 covers the second advance payment of 25% of the target amount to the CEO, related to the long-term incentive plan 2022-2024, to be paid out in April 2024. As the COO/CFO left the company in 2023, the amount included in 2023 also covers the settlement of his remaining long-term incentive plans, to be paid in 2024. The post-employment benefits include the periodic pension costs of the pension plan, calculated by an actuary. Mr. Stefaan Haspeslagh left the company on December 31, 2023. Mr. Stefaan Haspeslagh/Findar BVBA, represented by Mr. Stefaan Haspeslagh, was entitled to a termination benefit payment of 1.6 million EUR, excluding the 2023 short term variable and long term incentive. The Executive Committee in 2023 was composed by the CEO, Mr. Luc Tack, and the COO/CFO Mr. Stefaan Haspeslagh, permanent representative of Findar BVBA as well as any other member appointed by the Board of Directors (no one at this stage). In 2023, the members of the Executive Committee did not receive any shares from Tessenderlo Group nv. There was no new emission of warrants in 2023 and no warrants were exercised by members of the Executive Committee during 2023. In the fourth quarter of 2023, the group announced several senior leadership changes as part of the further succession planning for the group. In this context, an agreement was concluded with Mr. Stefaan Haspeslagh whereby his respective executive functions as CFO and COO ended on December 31, 2023. Mr. Haspeslagh will continue to serve as Director and Chairman of the Board of Directors until the next General Shareholders' Meeting in 2024. On January 1, 2024, Mr. Miguel de Potter has joined the Executive Committee as new CFO and Mrs. Sandra Hoeylaerts has taken up the position of Chief Transformation Officer (CTO) on January 1, 2024. The new ExCom is made up of Mr. Luc Tack (CEO), Mrs. Sandra Hoeylaerts (CTO), and Mr. Miguel de Potter (CFO) from January 1, 2024, onwards. The following related party transactions took place with other companies owned by Mr. Luc Tack in 2023: \u2022 Tessenderlo Kerley, Inc. rents office space of the Phoenix (United States) headquarters building to Talalay Global (United States). \u2022 Kuhlmann Europe has been selling ferric chloride and caustic soda to Truck- en Tankcleaning Tack nv. \u2022 Tessenderlo Group has provided legal services to Latexco, while DYKA Group (operating segment Industrial Solutions) replaced Latexco in their partnership with Soudal-Quickstep Team during the Tour de France of 2023. \u2022 Picanol nv engaged in commercial transactions involving the sales of spare parts of weaving machines. These transactions are considered to be insignificant and were concluded at arm\u2019s length conditions and were approved by the Board of Directors. Some family members of Mr. Luc Tack are employed by the group or have an advisory role within the group. All agreements were concluded at arm\u2019s length conditions and were approved by the Board of Directors. Mrs. Laurie Tack was appointed as non-executive director on the annual shareholders\u2019 meeting on May 9, 2023. No transactions, except for those mentioned above, have occurred with the members of the Executive Committee. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutKeyManagementPersonnelExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-420": { "value": "30. Auditor\u2019s fees KPMG R\u00e9viseurs d'Entreprises / Bedrijfsrevisoren BV/SRL, represented by Mr. Joachim Hoebeeck, was reappointed as group statutory auditor by the shareholders meeting of the company on May 10, 2022. The fees paid by the group to its auditor amounted to:
(Million EUR)
2023
Audit
Audit related
Other
Total
KPMG (Belgium)
0.5
0.1
0.1
0.7
KPMG (Outside Belgium)
0.7
0.0
0.0
0.8
Total
1.3
0.1
0.1
1.4
(Million EUR)
2022
Audit
Audit related
Other
Total
KPMG (Belgium)
0.3
0.1
-
0.4
KPMG (Outside Belgium)
0.8
-
0.0
0.8
Total
1.0
0.1
0.0
1.2
", "dimensions": { "concept": "ifrs-full:DisclosureOfAuditorsRemunerationExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-421": { "value": "
31. Subsequent events
On January 19, 2024, a major fire incident occurred in a building next to an external warehouse of PB
Gelatins UK Ltd. (Bio-valorization segment) in Bridgend, which was used for the storage of gelatin
products. The stored inventory, which had a gross carrying amount of approximately 9.7 million GBP,
was affected. Although the stock is insured, it is not yet certain that the gross value will be fully
recovered from the insurance proceeds. The impact on the operational and commercial activities of
PB Gelatins UK Ltd. is expected to be limited.
", "dimensions": { "concept": "ifrs-full:DisclosureOfEventsAfterReportingPeriodExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-456": { "value": "32. Group companies Listed below are all the group companies. The total number of consolidated companies is 76 37 . List of the consolidated companies on December 31, 2023, accounted for by the full consolidation method:
Belgian
Entity
Address
company
Ownership
number
Europe
Belgium
DYKA Plastics nv
3900
Pelt
0414467340
100%
Belgium
Tessenderlo Chemie International
1050
Brussels
0407247372
100%
nv
Belgium
Tessenderlo Group nv
1050
Brussels
0412101728
Parent company
Belgium
Tessenderlo Development
1050
Brussels
0724619989
100%
Services nv
Belgium
T-Power Energy Services bv
1050
Brussels
0838489378
100%
Belgium
T-Power nv
1050
Brussels
0875650771
100%
Belgium
Picanol nv
8900
Ieper
0405502362
100%
Belgium
Picanol Group nv
8900
Ieper
0643795829
100%
Belgium
Melotte nv
3520
Zonhoven
0407155421
100%
Belgium
Proferro nv
8900
Ieper
0438243426
100%
Belgium
Psicontrol nv
8900
Ieper
0437446145
100%
Czech Republic
DYKA s.r.o.
27361
Velka Dobra
100%
France
Akiolis Group SAS
72100
Le Mans
100%
France
Atemax France SAS
72100
Le Mans
100%
France
Burckl\u00e9 SAS
68290
Bourbach-le-Bas
100%
France
DYKA SAS
62140
Sainte Austreberthe
100%
France
DYKA Tube SAS
18570
La Chapelle-Saint-Ursin
100%
France
DYKA R\u00e9seaux SAS
27600
Gaillon
100%
France
Etablissements Charvet P\u00e8re et
91490
Milly-La-For\u00eat
100%
Fils SAS
France
Etablissements Violleau SAS
79380
La For\u00eat sur S\u00e8vre
100%
France
Kuhlmann France SAS
59120
Loos
100%
France
Tefipar SAS
59120
Loos
100%
France
Tessenderlo Kerley France SAS
59120
Loos
100%
France
Tessenderlo Services SARL
59120
Loos
100%
France
SCI Les Violettes
79380
La For\u00eat sur S\u00e8vre
100%
France
Soleval France SAS
72100
Le Mans
100%
Germany
BT Nyloplast GmbH
86551
Aichach
100%
Germany
PB Gelatins GmbH
31582
Nienburg
100%
Hungary
BT Nyloplast Kft
3636
Vadna
100%
Luxembourg
Terelux SA
2163
Luxembourg
100%
Poland
DYKA Sp.z.o.o.
55-221 Jelcz-Laskowice
100%
Romania
DYKA Plastic Pipe Systems S.R.L.
Cluj Napoca Municipalith - Cluj County
100%
Romania
Psicontrol SRL
505400
Rasnov
100%
Slovakia
DYKA SK s.r.o.
82109
Bratislava
100%
Spain
Akiolis Iberia S.L.
08018
Barcelona
100%
Switzerland
Kuhlmann Switzerland AG
5332
Rekingen
100%
The Netherlands
BT Nyloplast bv
3295
KG 's Gravendeel
100%
The Netherlands
DYKA bv
8331
LJ Steenwijk
100%
The Netherlands
Tessenderlo Kerley Netherlands
bv
4825
AV Breda
100%
The Netherlands
Tessenderlo NL Holding bv
4825
AV Breda
100%
United Kingdom
John Davidson Pipes Ltd.
Edinburgh EH3 8UL
100%
United Kingdom
PB Gelatins UK Ltd.
Pontypridd CF 375 SQ
100%
United Kingdom
Tessenderlo Holding UK Ltd.
Pontypridd CF 375 SQ
100%
37 In 2023 Limburgse Rubber Produkten nv, PB Shengda (Zhejiang) Biotechnoloy Co. Ltd, John Davidson Holdings Ltd. and DYKA UK Ltd. were liquidated. CP Sciontek AGDEV Inc changed name into Tessenderlo Kerley Philippines Inc. Tessenderlo Singapore Pte Ltd. is a new created company in 2023. Following the acquisition of Picanol Group (note 4 - Acquisitions and disposals), the group acquired 16 legal entities of Picanol Group, of which Verbrugge nv merged into Picanol nv during 2023. nited States US Environmentally Clean Systems LLC Dover, DE 19904 69.01% US ECS Myton, LLC Dover, DE 19904 51.00% US Kerley Trading Inc. Wilmington, DE 19801 100% US MPR Services Inc. Wilmington, DE 19801 100% US PB Leiner USA Corporation Davenport, Iowa 52806 100% US Picanol of America Greenville, SC 29605 100% US Tessenderlo Kerley, Inc. Dover, DE 19904 100% US Tessenderlo USA Inc. Dover, DE 19904 100%
Rest of the world
Argentina
PB Leiner Argentina SA
Ciudad Aut\u00f3noma de Buenos Aires
100%
Belarus
Tessenderlo Kerley Bela LLC
220036
Minsk
100%
Brazil
PB Brasil Industria e Comercio de
Acorizal, Mato Grosso CEP 78480-000
60%
Gelatinas Ltda
Brazil
Picanol do Brazil
Americana, SP CEP 13471-030
100%
Brazil
Tessenderlo Kerley Brasil Ltda
13091-611
Campinas - SP
100%
Chile
Kerley Latinoamericana
9358
Santiago
100%
Comercializadora Limitada
Xinyi Village, Kongguo County, Nehe City, Qiqihaer City,
China
PB Gelatins (Heilongjiang) Co. Ltd.
Heilongjiang Province
100%
China
PB Leiner (Hainan) Biotechnology Co.
Chengmai County - Hainan Province
80%
Ltd.
China
Picanol (Suzhou Industrial Park) Textile
Suzhou - Jiangsu Province
100%
Machinery Co.,Ltd.
China
Picanol (Suzhou) Trading Co.,Ltd
Suzhou - Jiangsu Province
100%
Costa Rica
Tessenderlo Kerley Costa Rica SA
La Union Tres Rios - Cartago
100%
India
Picanol India
New Delhi, India, 110 015
100%
India
Tessenderlo Kerley India Private Ltd.
Gurgaon, Haryana, 122018
100%
Indonesia
PT. Picanol Indonesia
Bandung 40261, West Java
100%
Japan
TKI Japan KK
Tokyo - Chiyoda-ku
100%
Mexico
Picanol de Mexico
08400,
Mexico D.F.
100%
Mexico
Tessenderlo Kerley Mexico SA de CV
Ciudad Obregon, Estado de Sonora
100%
Paraguay
Maramba S.R.L.
Chacoi Villa Hayes - Asuncion del Paraguay
100%
Peru
TKP Peru S.A.C.
Ciudad de Lima - Provincia de Lima
100%
Philippines
Tessenderlo Kerley Philippines, Inc.
Don Jos\u00e9, Sta. Rosa Laguna 4026
100%
Singapore
Tessenderlo Singapore Pte. Ltd.
338729
Singapore
100%
Turkey
Picanol Tekstil Makinalari
34149
Yesilkoy, Istanbul
100%
Turkey
Tessenderlo Kerley Turkey Tarim Ve
35730
Kemalpasa - Izmir
100%
Kimya Sanayi Ve. Tic. Ltd. STI
List of the consolidated companies on December 31, 2023 accounted for by the equity method: List of the non-consolidated companies on December 31, 2023 due to their insignificant impact on the consolidated figures:
Europe
France
Etablissements Michel SAS
31800
Villeneuve de Rivi\u00e8re
50.00%
United States
US
Jupiter Sulphur LLC
Wilmington, DE 19801
50.00%
Europe Belgium SYMATEX cv 1030 Schaarbeek 36.29% ", "dimensions": { "concept": "ifrs-full:DisclosureOfSignificantInvestmentsInSubsidiariesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-534": { "value": "33. Critical accounting estimates and judgements The preparation of the financial statements in conformity with IFRS as adopted for use by the European Union requires management to make judgments, estimates and assumptions that affect the application of the accounting policies, the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making the reported amounts of revenue and expenses that may not be readily apparent from other sources. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically and the effects of revisions, if needed, are reflected in the financial statements. The areas of judgments, estimates and assumptions used in preparing the consolidated financial statements as per December 31, 2023 are the same as those applied and disclosed in the consolidated financial statements at December 31, 2022. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next year are addressed below: \u2022 Impairments. The carrying amount of property, plant and equipment, goodwill and intangible assets is reviewed at each balance sheet date to determine whether an indication of impairment exits. If any such indication exists, the asset\u2019s recoverable amount is estimated (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). \u2022 Leases. The company leases various items of Property, plant and equipment, mainly including real estate and vehicles. Some leases contain extension options, allowing operational flexibility, exercisable by the group. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal (note 11 - Property, plant and equipment). \u2022 Inventory obsolescence and lower of cost or net realizable value adjustments, which are determined based on experience and the assessment of market circumstances (note 17 - Inventories). \u2022 Employee benefits. The calculation of defined benefit obligations is based on actuarial assumptions such as future salary increases, inflation, turnover rates and life expectancy and through the use of a discount rate (note 23 - Employee benefits). \u2022 Deferred taxes. Deferred tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. In making its judgment, management takes into account the long term business strategy (note 15 - Deferred tax assets and liabilities). \u2022 Provisions and contingencies. The amounts recognized reflect management\u2019s best estimate of the expected expenditures required to settle the present obligation at balance sheet date. If the effect is material, provisions are determined by discounting the expected future cash flows. Provisions can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation, a change in best practices for sanitation, a change in timing of cash outflows, a change in agreement with authorities on the treatment of the polluted site or other factors of a similar nature (note 24 - Provisions). Financial instruments (note 26 - Financial instruments). These are measured at fair value in the statement of financial position based on: - inputs other than quoted prices that are observable for the asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from prices) or - inputs for the asset or liability that are not based on observable market data. ", "dimensions": { "concept": "ifrs-full:DisclosureOfChangesInAccountingPoliciesAccountingEstimatesAndErrorsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-422": { "value": "33. Critical accounting estimates and judgements The preparation of the financial statements in conformity with IFRS as adopted for use by the European Union requires management to make judgments, estimates and assumptions that affect the application of the accounting policies, the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making the reported amounts of revenue and expenses that may not be readily apparent from other sources. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically and the effects of revisions, if needed, are reflected in the financial statements. The areas of judgments, estimates and assumptions used in preparing the consolidated financial statements as per December 31, 2023 are the same as those applied and disclosed in the consolidated financial statements at December 31, 2022. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next year are addressed below: \u2022 Impairments. The carrying amount of property, plant and equipment, goodwill and intangible assets is reviewed at each balance sheet date to determine whether an indication of impairment exits. If any such indication exists, the asset\u2019s recoverable amount is estimated (note 11 - Property, plant and equipment, note 12 - Goodwill and note 13 - Intangible assets). \u2022 Leases. The company leases various items of Property, plant and equipment, mainly including real estate and vehicles. Some leases contain extension options, allowing operational flexibility, exercisable by the group. The group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised. The group has applied judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, the group considered all relevant factors that create an economic incentive for it to exercise the renewal (note 11 - Property, plant and equipment). \u2022 Inventory obsolescence and lower of cost or net realizable value adjustments, which are determined based on experience and the assessment of market circumstances (note 17 - Inventories). \u2022 Employee benefits. The calculation of defined benefit obligations is based on actuarial assumptions such as future salary increases, inflation, turnover rates and life expectancy and through the use of a discount rate (note 23 - Employee benefits). \u2022 Deferred taxes. Deferred tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and credits can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. In making its judgment, management takes into account the long term business strategy (note 15 - Deferred tax assets and liabilities). \u2022 Provisions and contingencies. The amounts recognized reflect management\u2019s best estimate of the expected expenditures required to settle the present obligation at balance sheet date. If the effect is material, provisions are determined by discounting the expected future cash flows. Provisions can change substantially due to the emergence of additional information on the nature or extent of the contamination, a change in legislation, a change in best practices for sanitation, a change in timing of cash outflows, a change in agreement with authorities on the treatment of the polluted site or other factors of a similar nature (note 24 - Provisions). Financial instruments (note 26 - Financial instruments). These are measured at fair value in the statement of financial position based on: - inputs other than quoted prices that are observable for the asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from prices) or - inputs for the asset or liability that are not based on observable market data. ", "dimensions": { "concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-457": { "value": "Statement on the true and fair view of the consolidated financial statements and the fair overview of the management report Mr. Luc Tack (CEO) and Mr. Miguel de Potter (CFO), certify, on behalf and for the account of the company, that, to his/their knowledge, a) the consolidated financial statements which have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position, the income statement of the company, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows, and the entities included in the consolidation as a whole, b) the consolidated management report includes a fair overview of the development and performance of the business and the position of the company, and the entities included in the consolidation, together with a description of the principal risks and uncertainties which they are exposed to. Statutory auditor\u2019s report Statutory auditor\u2019s report to the general meeting of Tessenderlo Group nv on the consolidated financial statements as of and for the year ended December 31, 2023. In the context of the statutory audit of the consolidated financial statements of Tessenderlo Group nv (\u201cthe Company\u201d) and its subsidiaries (jointly \u201cthe Group\u201d), we provide you with our statutory auditor\u2019s report. This includes our report on the consolidated financial statements for the year ended December 31, 2023, as well as other legal and regulatory requirements. Our report is one and indivisible. We were appointed as statutory auditor by the general meeting of May 10, 2022, in accordance with the proposal of the board of directors issued on the recommendation of the audit committee and as presented by the workers\u2019 council. Our mandate will expire on the date of the general meeting deliberating on the annual accounts for the year ended December 31, 2024. We have performed the statutory audit of the consolidated financial statements of the Group for 5 consecutive financial years. Report on the consolidated financial statements Unqualified opinion We have audited the consolidated financial statements of the Group as of and for the year ended December 31, 2023, prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium. These consolidated financial statements comprise the consolidated statement of financial position as at 3 December 31, 2023, the consolidated statements of profit or loss, profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended and notes, comprising material accounting policies and other explanatory information. The total of the consolidated statement of financial position amounts to 2,914.7 million EUR and the consolidated statement of profit or loss shows a profit for the year of 114.4 EUR. In our opinion, the consolidated financial statements give a true and fair view of the Group\u2019s equity and financial position as at December 31, 2023 and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium. Basis for our unqualified opinion We conducted our audit in accordance with International Standards on Auditing (\u201cISAs\u201d) as adopted in Belgium. In addition, we have applied the ISAs as issued by the IAASB and applicable for the current accounting year while these have not been adopted in Belgium yet. Our responsibilities under those standards are further described in the \u201cStatutory auditors\u2019 responsibility for the audit of the consolidated financial statements\u201d section of our report. We have complied with the ethical requirements that are relevant to our audit of the consolidated financial statements in Belgium, including the independence requirements. We have obtained from the board of directors and the Company\u2019s officials the explanations and information necessary for performing our audit. 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. Impairment of property, plant and equipment, goodwill and intangible assets We refer to Notes 11, 12 and 13 being respectively \u2018Property, plant and equipment\u2019, \u2018Goodwill\u2019 and \u2019Intangible assets\u2019 of the consolidated financial statements. \u2022 Description Property plant and equipment, goodwill and intangible assets amount to 1,474.8 million EUR as at December 31, 2023 and represent 50.6 % of the Group\u2019s total assets as at December 31, 2023. The Group performs a yearly impairment test for goodwill as well as for Property, Plant & Equipment (\u201cPPE\u201d) and intangible assets when there are indications that the carrying value of PPE and intangible assets may be impaired. The Group estimates the recoverable amount as of December 31, 2023 for each of the smallest groups of assets that generate largely independent cash flows (the cash-generating units or \u201cCGUs\u201d) for goodwill and for PPE and intangible assets when impairment indicators have been identified. Management prepares a recoverable amount assessment by discounting future cash flow projections to determine whether these assets have to be impaired at the reporting date and the amount of the impairment. Impairment of PPE, goodwill and intangible assets is identified as a key audit matter due its significance to the balance sheet total (50.6%) and the level of judgement required by Management, which is principally related to the inputs used in both forecasting and discounting future cash flows to determine the recoverable amount. \u2022 Our audit procedures included, with the assistance of our valuation specialists: - Challenging Management\u2019s assessment of potential indicators of impairment based on our own expectations developed from our knowledge of the Group and our understanding of internal and external factors relevant to the Group; - Challenging Management\u2019s identification of CGUs with reference to our understanding of the Group\u2019s business and the requirements of the prevailing accounting standards; - Evaluating the process by which Management\u2019s cash flow forecasts were prepared, including testing the underlying calculations and reconciling them to the latest board of directors approved financial targets; - Analyzing the Group\u2019s ability to forecast cash flows accurately by performing a retrospective review on such cash flows through comparing key assumptions to historical results. We also challenged key inputs and data used to develop the forecasted cash flows based on our knowledge of the business; - Assessing the appropriateness of the Group\u2019s valuation methodology and its determination of discount rates and other key assumptions; - Testing the mathematical accuracy of the impairment models; - Performing sensitivity analyses around the key assumptions used for the determination and discounting of cash flow forecasts, in particular EBIT, weighted average cost of capital and growth rates used by the Group - Verifying the appropriateness of the Group\u2019s disclosures in respect of impairment of goodwill, PPE and intangible assets as included in respectively Note 11, 12 and 13 to the consolidated financial statements. Disclosures with respect to 2023 accounting impact and consolidation of Picanol nv (\u201cPicanol Group\u201d) as a result of the voluntary public exchange offer by Tessenderlo Group nv for all shares issued by Picanol nv as announced on July 8, 2022 We refer to Note 4 \u2018Acquisitions and disposals\u201d, more specifically \u201cAcquisition of Picanol Group\u201d\u2019 and all other notes indicated with \u2018Pro Forma\u2019 throughout the consolidated financial statements. \u2022 Description On July 8, 2022, Tessenderlo Group nv and Picanol Group announced their intention to combine the industrial activities of both companies into one large industrial group. Since 2013, Picanol Group has had a reference interest in Tessenderlo Group nv, and since 2019, Tessenderlo Group nv has been fully consolidated in Picanol Group\u2019s consolidated financial statements. On the announcement date, Picanol Group, through its wholly owned subsidiary Verbrugge nv, held 21,860,003 (50.65%) shares in Tessenderlo Group nv to which 62.89% of the voting rights were attached. As disclosed in Note 4 as referred to above, during financial year 2022 and 2023 a number of transactions and offerings took place resulting that Tessenderlo Group nv owned 97.90% of the shares in Picanol Group as of January 2, 2023. As from January 2023, Picanol Group was fully consolidated into the consolidated results of Tessenderlo Group nv. Subsequently a public exchange offer was made by Tessenderlo Group nv on the remaining shares of the Picanol Group. Prior year, the matter as described above was identified as a key audit matter due to the importance of it as a subsequent event, the impact it had on the financial position of the Company and the Group, the complexity of the transaction from an accounting point of view and also in terms of legal aspects. In the current year, the accounting of the transaction of Picanol Group as described above in the consolidated financial statements of Tessenderlo Group nv for the year ended December 31, 2023 is also identified as a key audit matter due to the significant impact, more specifically referring to the inclusion of Pro Forma information throughout the consolidated financial statements which shows the impact as of the acquisition of Picanol Group by Tessenderlo Group nv would have occurred as of January 1, 2022 on the consolidated statement of financial position as at December 31, 2023, the consolidated statements of profit or loss, profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended and the disclosure notes. \u2022 Our audit procedures included: - Verifying the proper integration and presentation of the 2022 Pro Forma consolidated income statement, the 2022 Pro Forma consolidated statement of comprehensive income, the 2022 Pro Forma consolidated statement of financial position, the 2022 Pro Forma consolidated statement of cash flows and the related Pro Forma notes (\u201c2022 Pro Forma Financial Information\") to the 2023 consolidated financial statements by comparing the 2022 Pro Forma Financial Information as disclosed in note 31 Subsequent events as included in the 2022 consolidated financial statements of Tessenderlo Group nv with the 2022 Pro Forma Financial Information included in the 2023 consolidated financial statements ; - Comparing the Fair value adjustments recognized by Picanol Group on Tessenderlo Group nv and the Picanol Group figures as disclosed in note 4 and note 31 Subsequent events as included in the 2022 consolidated financial statements of Tessenderlo Group nv with the disclosures on the Fair value adjustments as included in the 2023 consolidated financial statements of Tessenderlo Group nv; - Verify the accuracy of the 2022 Pro Forma figures and the \u201cchange in consolidation scope\u201d as included in the notes of the 2023 consolidated financial statements; - Assessing the adequacy of the presentation of the Pro Forma figures as included in the notes to the consolidated financial statements as per December 31, 2023. Board of directors\u2019 responsibilities for the preparation of the consolidated financial statements The board of directors is responsible for the preparation of these consolidated financial statements that give a true and fair view in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board and as adopted by the European Union, and with the legal and regulatory requirements applicable in Belgium, and for such internal control as board of directors determines, is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, the board of directors is responsible for assessing the Group\u2019s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the board of directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Statutory auditor\u2019s responsibilities for the audit of the consolidated financial statements Our objectives are to obtain reasonable assurance as to whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor\u2019s 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 the users taken on the basis of these consolidated financial statements. When performing our audit we comply with the legal, regulatory and professional requirements applicable to audits of the consolidated financial statements in Belgium. The scope of the statutory audit of the consolidated financial statements does not extend to providing assurance on the future viability of the Group nor on the efficiency or effectivity of how the board of directors has conducted or will conduct the business of the Group. Our responsibilities regarding the going concern basis of accounting applied by the board of directors are described below. As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also perform the following procedures: \u2022 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; \u2022 Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group\u2019s internal control; \u2022 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by board of directors; \u2022 Conclude on the appropriateness of board of directors\u2019 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 Group\u2019s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors\u2019 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 auditors\u2019 report. However, future events or conditions may cause the Group to cease to continue as a going concern; \u2022 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 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 the audit committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide the audit committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. For the matters communicated with the audit committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor\u2019s report unless law or regulation precludes public disclosure about the matter. Other legal and regulatory requirements Responsibilities of the Board of directors The board of directors is responsible for the preparation and the content of the board of directors\u2019 annual report on the consolidated financial statements, the statement of the non-financial information attached to the board of directors\u2019 annual report on the consolidated financial statements and the other information included in the annual report. Statutory auditor\u2019s responsibilities In the context of our engagement and in accordance with the Belgian standard which is complementary to the International Standards on Auditing as applicable in Belgium, our responsibility is to verify, in all material respects, the board of directors\u2019 annual report on the consolidated financial statements, the statement of the non-financial information attached to the board of directors\u2019 annual report on the consolidated financial statements and the other information included in the annual report, and to report on these matters. Aspects concerning the board of directors\u2019 annual report on the consolidated financial statements and other information included in the annual report Based on specific work performed on the board of directors\u2019 annual report on the consolidated financial statements, we are of the opinion that this report is consistent with the consolidated financial statements for the same period and has been prepared in accordance with article 3:32 of the Companies\u2019 and Associations\u2019 Code. In the context of our audit of the consolidated financial statements, we are also responsible for considering, in particular based on the knowledge gained throughout the audit, whether the board of directors\u2019 annual report on the consolidated financial statements and other information included in the annual report: \u2022 Activity report 2023 \u2022 Management report 2023 contain material misstatements, or information that is incorrectly stated or misleading. In the context of the procedures carried out, we did not identify any material misstatements that we have to report to you. The non-financial information required by article 3:32 \u00a72 of the Companies\u2019 and Associations\u2019 Code has been included in the board of directors\u2019 annual report on the consolidated financial statements. The Company has prepared this non-financial information based on Global Reporting Initiative (GRI) framework. In accordance with art 3:80 \u00a71, 1st paragraph, 5\u00b0 of the Companies\u2019 and Associations\u2019 Code, we do not comment on whether this non-financial information has been prepared in accordance with the GRI framework mentioned in the \u201cSustainability Report\u201d as included in the annual report. Information about the independence \u2022 Our audit firm and our network have not performed any engagement which is incompatible with the statutory audit of the consolidated accounts and our audit firm remained independent of the Group during the term of our mandate. \u2022 The fees for the additional engagements which are compatible with the statutory audit referred to in article 3:65 of the Companies\u2019 and Associations\u2019 Code were correctly stated and disclosed in the notes to the consolidated financial statements. European Single Electronic Format (ESEF) In accordance with the draft standard on the audit of compliance of the Financial Statements with the European Single Electronic Format (hereafter \u201cESEF\u201d), we have audited as well whether the ESEF- format is in accordance with the regulatory technical standards as laid down in the EU Delegated Regulation nr. 2019/815 of December 17, 2018 (hereafter \u201cDelegated Regulation\u201d). The Board of Directors is responsible for the preparation, in accordance with the ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereafter \u201cdigital consolidated financial statements\u201d) included in the annual financial report. It is our responsibility to obtain sufficient and appropriate information to conclude whether the format and the tagging of the digital consolidated financial statements comply, in all material respects, with the ESEF requirements under the Delegated Regulation. In our opinion, based on our work performed, the format of and the tagging of information in the official Dutch version of the digital consolidated financial statements as per December 31, 2023, included in the annual financial report of Tessenderlo Group nv are, in all material respects, prepared in compliance with the ESEF requirements under the Delegated Regulation. Other aspect This report is consistent with our additional report to the audit committee on the basis of Article 11 of Regulation (EU) No 537/2014. Ghent, March 26, 2024 KPMG Bedrijfsrevisoren - R\u00e9viseurs d\u2019Entreprises Statutory Auditor represented by Joachim Hoebeeck Bedrijfsrevisor / R\u00e9viseur d\u2019Entreprises ", "dimensions": { "concept": "ifrs-full:DisclosureOfAuthorisationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "fact-423": { "value": " Troonstraat 130, 1050 Brussel", "dimensions": { "concept": "ifrs-full:DomicileOfEntity", "language": "en", "entity": "scheme:549300ZKLIF7RP6EH823", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } } } }