fast-2021-12-31-en

Key figures

Overall company

Pipeline (cumulative)

2021

2020

2019

2018

2017

2016

Acquired locations1

331

287

259

212

195

166

Municipality permits

237

187

147

138

114

Grid connections

206

154

138

117

Number of stations operational

188

131

114

Key figures (per year)

2021

2020

2019

2018

2017

2016

Active Customers (thousands)2

111.6

53.3

42.8

17.9

6.3

3.2

GWh delivered

20.9

11.0

8.0

2.9

1.0

0.5

Revenues from sale of electricity (€m)3

10.4

5.3

3.8

1.3

0.5

0.2

Revenues related to charging (€m)

12.4

6.3

4.5

1.6

0.6

0.3

Cash & cash equivalents (€m)

128.6

33.9

19.3

9.9

16.3

3.0

Average number of employees (FTE)

Station economics4

Average station economics, based on Q4 annualised revenues

€’000 (annualised)

Q4 2021

Q4 2020

Q4 2019

Q4 revenue related to charging, per station

113

Gross margin related to charging, per station

Gross margin %

71%

83%

81%

Operating costs per station

(40)

(34)

(31)

Operational EBITDA per station (A)5

Initial investment per station (B)

429

340

307

ROIC (A / B)

9.3%

4.1%

5.9%

Example top station economics, based on December annualised revenues

€’000 (annualised)

2021

2019

December revenues (electricity only)

326

195

Assumed gross margin (electricity only) %

71%

83%

81%

Gross margin (electricity only)

230

161

156

Operating costs per station

(40)

(34)

(31)

Operational EBITDA (A)5

190

127

125

Initial investment (B)

608

573

660

ROIC (A / B)

31%

22%

19%

1 Acquired locations are locations for which a land lease is issued and/or public permission has been issued or will be issued by an authority e.g. as a consequence of an award of tender. It

therefore also includes operational stations.

2 Defined as: charged at least once in the last quarter of the relevant year

3 Revenue from sales of electricity directly relates to the amount of energy sold to EV drivers at our stations. The sum of revenue from sales of electricity and other operating revenues equals

revenue related to charging. Total revenues is the result of revenue related to charging plus revenues from station construction as part of service concessions.

4 Definitions of non IFRS measures are provided on page 64

5 Operational EBITDA does not include exceptional items.

In conversation with our CEO

Fastned started 2021 with a bang by raising 150 million euro in growth capital.

This set the stage for acceleration on all fronts. The organisation doubled in size

putting the capability in place for an accelerated pace of station openings in the

future. In 2021 Fastned more than doubled the pace of station construction and

opened its first stations in France, the sixth country of operation. At the same

time tender applications were submitted for more than 100 new locations, to

accelerate the development of a strong pipeline of future stations. All this

happened in a year in which demand for charging was still impacted by the

coronavirus. In this conversation we look back on last year's activities and

results, our strategy and how this contributes to our mission.

Michiel, let’s start with the capital raise of the first quarter. How important was

this for Fastned?

This capital increase was very important for Fastned as it allowed us to

accelerate the growth of our company. Over the past decade Fastned played a

pivotal role leading the Netherlands out of the chicken and egg situation of

creating charging infrastructure versus electric car adoption. Now, we will be

able to play a major role in the roll out of charging infrastructure in Europe. This

big step up in our funding set the tone for many of our actions in 2021.

In November we signed an important partnership with Banque des Territoires,

the territorial investment division of the French public institution Caisse des

Dépôts, that supports the roll-out of our charging stations in France with up to

50 million euro.

So 2021 really proved to be a year in which both debt and equity capital markets

showed a very positive stance towards Fastned, financing its growth ambitions

and more generally the battery electric vehicle transition. I am very happy to see

this, as investor confidence is an important element in enabling the energy

transition and our mission in particular.

And how have you been putting the capital raised into action?

Again, coming back to our mission, we want to accelerate the transition to

electric mobility and give freedom to electric drivers. The next generations

should be free to go wherever they want when driving an electric car. This

capital will enable us to realise our mission faster. Our growth plan focuses on

three things.

First of all, the capital is used to fund the construction of stations at the roughly

150 locations we had in our pipeline at the time. In 2021 we have made a big step

in construction pace and delivered a record number of 57 new stations with

many more to come in 2022 and beyond.

Secondly, to ultimately reach our goal of a thousand stations, we have to keep

our pipeline filled with new locations. We expanded the teams involved in this to

grow the pace of acquisition and as an example of last year's successes; these

people made the filing of more than a hundred tender applications for

prospective A+ motorway locations happen.

But just as important are our investments in the tech side of our business. We

develop, own and operate our own software back-end because we believe it’s

crucial for delivering a great charging experience. Some might think that a

charging station is nothing more than a wall socket for electric cars. But it's not

that simple. There is no communication between, for example, a hair dryer and

its wall socket. But between chargers and electric cars there’s communication

both ways and getting communication right is not a given, as we know from our

interactions with others. This is why in 2021 we continued to invest heavily in the

software and systems that drive and support this communication to be as

flawless as possible.

How do you look back at the market developments and your results in 2021?

First of all, we more than doubled the revenue related to charging in comparison

to 2020. In the fourth quarter we delivered 4.9 million euro in revenue, putting

our yearly run-rate revenue at almost 20 million euro. These figures show the

exponential growth we are realising. The fact that the pace of our revenue

growth is higher than the growth of the battery electric vehicle market as a

whole shows the relevance of fast charging and our offering. Even more so, the

majority of electric vehicles sold in the last year are long range cars with big

batteries, and contrary to the expectations of some people, we see that drivers

of these cars have the same or maybe even greater desire to fast charge at our

stations.

The main driver for our revenue growth is the battery electric vehicle market

development that, quarter by quarter, month by month, continues to register

new all-time highs. Countries like Germany and the UK are consistently realising

almost triple digit year-on-year growth rates every quarter. And the

Netherlands, being one step ahead in the growth curve, writes solid mid-double

digit growth figures.

All those new electric drivers lead to an increase of the utilisation of our overall

network, from 9.9% at the end of 2019 to 10.4% at the end of last year. Utilisation

is driven upward by higher kWh deliveries and downward by building new

stations and upgrading existing stations, resulting in significantly more

capacity. We increase capacity to prepare for the millions of electric vehicles we

expect to see on the roads in the coming years.

You don’t mention the corona pandemic. Did that not have an impact on

Fastned?

Working from home does lead to people driving less and as a consequence

demand for charging has been lower as well. In the first lockdown in March 2020

we saw a strong reduction of kWh deliveries of 70%. Although subsequent

lockdowns had a less severe impact on traffic in general, the demand for

charging per vehicle on the road in 2021 was still considerably lower than before

corona. We think this is because large companies with relatively large EV fleets

continued to adhere more strictly to working-from-home policies than many

others. The lifting of those working-from-home restrictions should therefore

have a positive effect on kWh deliveries in the coming period.

That all sounds very promising, but when will it lead to profitability?

The existing network of stations is already profitable on an operational EBITDA6

level. But now is the time to grow the network and invest in future growth. The

decision to invest heavily in an accelerated growth path pushes the point of

profitability on a company level further into the future. This is a deliberate

choice that also resonated with the investor community when we did our capital

raise in February.

Looking ahead, it is the speed of construction and the number of tenders and

location deals we commit to that will largely determine the speed with which we

allocate the funds we raised last year. So if we are successful and win more deals

and grow faster than expected we might return to the market for more capital

earlier. In that case profitability will be pushed out even further in return for

greater value creation.

But as I said, our existing stations, especially in regions with already decent

electric vehicle adoption, are profitable and are starting to create significant

cash flows. That convinces us that we are on the right track and that the stations

we are developing will soon start contributing to our result as well.

We think our stations will be able to generate revenues of more than 1 million

euro per year by 2030. This follows from our station metrics. In the fourth

quarter of last year an average Fastned station made more than 100 thousand

euro of revenues on an annualised basis. While only 2.2% of the vehicles in the

countries we operate in were fully electric. By 2030, this should be around ten

times higher, based on an adoption target of more than 20% in for instance

Germany and the Netherlands. This tenfold increase in electric vehicle adoption

should result in similar growth rates of traffic and therefore of station revenues.

6 Definitions of non IFRS measures are provided on page 64.

Wholesale electricity prices have seen an unprecedented rise across Europe in

2021, how did you deal with this situation?

Market prices have been rising from around 4 cent per kWh over the past years,

to over 30 cent per kWh on certain days in December of 2021. To maintain a

healthy margin, we decided to partly follow this trend by raising our prices in

most countries for the first time in five years, starting 11 November. The increase

of 10 cent to 69 cent per kWh did not have a noticeable effect on charging

demand. The full effect on revenues and margin will be visible in the first quarter

of 2022.

Talking about external factors: do you experience delays or delivery issues in

your supply chains?

As our pipeline grows and we accelerate the roll-out of our network, it’s

essential to have a strong and reliable supply chain in place in each of the

countries we operate in. Our own architects design our stations and we’re

deeply involved in building them together with our suppliers. This is also

something that sets us apart from other charging companies.

We know practically every “nut and bolt” of our stations. This is why Fastned is a

leader in terms of CAPEX efficiency, which allows us to build more stations for

the same amount of money. It consequently improves our business case

because lower CAPEX, generating the same or more revenues, improves return

on investment.

Long-standing relationships with our suppliers also support us in times when

suppliers are under pressure. Additionally, we pursue a resilient supply chain so

we can rely on more than one partner. As a consequence, we have so far been

able to mitigate and manage the challenges in our supply chains.

Unlike most suppliers, grid companies are heavily regulated, which makes them

less flexible. We see that they are in general less prepared for the impact of the

energy transition than other partners that can more easily invest in future

growth. That’s why grid companies often find themselves under pressure to

deliver in time.

We manage this by keeping closely connected to the local authorities and

submitting applications for grid connections earlier on in the process to make

sure our new stations can start delivering energy from sun and wind shortly after

they’re finished.

Big players like oil companies, car manufacturers and utilities are joining the

game. Is Fastned strong enough to hold its ground?

Our mission is to accelerate the transition to electric mobility and we do this by

building a network of a thousand fast charging stations. So holding ground is

not our goal. Our goal is to grow and that’s what we’ve been doing for the last

decade. It has become part of our culture, even part of our DNA and it’s also

what sets us apart from others joining the game.

We saw the transition coming and we've been preparing ourselves for millions

of electric cars on the road. We have put in place what we believe are the

fundamentals for a thriving fast charging company: uptime levels that are

leading in the industry; a very capable and efficient supply chain to build great

stations at very competitive cost levels; a strong brand, and a leading customer

experience. All these elements together make up a very strong business model

that is not that easy to copy and that gives us a lead over others for years to

come.

This strong concept is also recognised when we apply for competitive tenders.

We win a significant number of these tenders based on these credentials. This

already led to the development of a large pipeline of high traffic locations, and

the recent funding allows us to accelerate our network growth towards our goal

of a thousand stations. And the timing is right as more and more governments

across Europe are now also seeing the need for competitive tenders to

accelerate the roll out of a charging infrastructure in their countries.

Even with more new entrants joining the game, and the charging industry

growing, it will be difficult to meet the accelerating demand for charging

services. We are only at Day One of an industry that is expected to grow

exponentially for several decades. So we welcome all these new initiatives. They

will ultimately help us in our mission to give freedom to electric drivers and

accelerate the transition to sustainable mobility.

So you’re looking forward to the next ten years?

We believe that that by 2025 the idea of buying a car with an internal

combustion engine will not only sound stupid and old fashioned, but it will also

be seen as a bad business decision, harmful for the environment. We will

contribute in every way we can to make this idea a reality. Our independence -

having no links to fossil fuels or thermal power plants - gives us a unique

position to do so.

Over the past decade Fastned played a pivotal role leading the Netherlands out

of the chicken and egg situation of creating charging infrastructure versus

electric car adoption.

The next ten years will be all about giving that electric freedom to drivers by

further extending this network into the rest of Europe, including reaching our

goal of a thousand Fastned stations. We will make them not only the best place

to charge but also the best place for a quick stop with clean toilets, great coffee

and sandwiches. For most people a weekly 15 minute stop-over at Fastned will

be enough to power their weekly driving habits.

Michiel Langezaal,

CEO of Fastned

Our impact on the environment

At Fastned we want to have an impact on our environment. A positive one, that

is. It’s not just being mindful that what we do is not harmful to the world around

us. Having a positive impact on the environment is our core business. In fact, it’s

our mission: we want to give freedom to electric drivers and accelerate the

transition towards sustainable mobility. It’s why we come to work, each and

every day.

How we work towards our mission is laid down in our strategic goals and

guarded by the FAST foundation, Fastned’s sole shareholder. Our goals are

simple and clear:

We build and maintain the fastest charging stations,

for full electric cars,

on high traffic locations,

and we sell electricity derived from wind, water and the sun.

Our core business is to sell electricity to electric drivers. Every kWh sold

displaces fossil fuel emissions. For 2021 alone we report a total of 16,410 tonnes

of CO2 emissions avoided, an increase of 89% compared to 2020. Total

emissions avoided since Fastned was founded now stands at 34,896 tonnes of

CO2, which shows that growth in this area is exponential.

This is the core of our environmental impact. It’s how we help to fight climate

change, one of the biggest challenges that humanity faces. Temperatures are

rising. The urgency to act became all the more clear at the UN Climate Change

Conference in Glasgow in October of 2021.

Enabling the transition to electric vehicles

Electric vehicles, in combination with renewable electricity, are an important

part of the solution to stop climate change.

Charging infrastructure is crucial for people to be able to drive electric cars.

Thus, the key metric of our environmental performance is speeding up the

adoption of electric vehicles by solving the charging bottleneck.

Fastned stations are connected to the electricity grid. The power drawn is a mix

of all production on the wider European electricity network at that specific

moment in time. In order to ensure that our stations deliver 100% renewable

electricity, we purchase ‘Guarantees of Origin’ certificates (GOs) under the EU

GO's system.

The European electricity market is deregulated. Electricity produced in one

region can be consumed in another. We could choose to use GO's from across

the continent. However, to support local production of green energy, we only

use GOs from local solar and wind projects. We use Dutch GOs for electricity in

the Netherlands, German GOs for Germany, etc. The only exception is when we

are just getting started in a country, due to low volumes, we may choose to use

GOs from a neighbouring country or directly source the GOs via the local energy

broker.

The supervising body for the GO system in the Netherlands is CertiQ, a

subsidiary of Tennet. This Transmission System Operator (TSO) has been

designated by the minister of Economic Affairs to issue Guarantees of Origin.

CertiQ deals with the entire GO process and is affiliated with the AIB

(Association of Issuing Bodies), the managing body for the harmonised

European Energy Certificate System. The market parties that use the GO system

are represented by RECS International.

In addition to using electricity from the grid, we produce a significant amount of

electricity with the photovoltaic roofs of our stations. The electricity produced

is sufficient to run all auxiliary systems on the station, lighting, communication

equipment and heating of the chargers when it's cold. Any surplus power is

delivered to cars charging at the station, supplementing the power drawn from

the grid.

Looking at our own carbon footprint

Through our business we want to have a positive impact on the environment.

And we’re mindful of our own footprint while running our business.

•We use FSC certified pine and larch wood in the columns and the beams

of the stations.

•We use motion sensitive LED lighting in the stations. Our stations go in

a low-light mode when they're not in use.

•We prefer pavement to asphalt on our stations. Paving stones are easy

to reuse and give us the flexibility to refit underground ducting (for

cables or drainage).

•We try to avoid unnecessary excavation of soil in the course of

construction and to reuse as much of the existing soil as possible.

•For the operation of our stations we use some water to clean the station

occasionally. Only a minimum amount is used during construction. In

addition to that, we work with the local municipalities in determining

efficient solutions of rainwater collection from our canopy directly into

the ground, for example by means of a seepage installation.

And we're mindful of the environmental impact of all our operations, as well as

that of our suppliers:

•All Fastned passenger vehicles are fully electric as well as all but one of

our maintenance vans. We ultimately want our entire fleet to be fully

electric.

•We aim to minimise the carbon footprint of travel, encouraging

employees to walk or cycle to the office; we allow employees to work

from home and encourage them to travel by train whenever possible,

and to only fly when necessary.

•We use FSC certified paper. This includes the mailings sent to potential

bond investors.

•We encourage construction contractors to use electric tools and

vehicles where and when possible.

•We aim to minimise the transport of materials, using locally sourced

materials where possible.

•Fastned provides free, vegetarian lunches for our employees.

Our people

Growing the team

2021 was another year of rapid growth, of reaching new milestones. Like the one

million charge sessions at our stations. It was also a year in which our

organisation grew in size, from 68 employees at the start of the year, to 109 at

the end. We expanded the team to enable the growth of our business: rolling

out our network across six countries, opening stations at an increasing pace

means new colleagues with all kinds of expertise are needed at almost all of our

offices. Like every organisation that is scaling up, we didn’t just hire new people

to enable today’s growth. We also hired new people to prepare Fastned for

future growth. Although growth brings clear synergies when it comes to

staffing, more stations do need more maintenance staff, more customers means

more customer support staff, and to enable future growth we already now need

more location developers, tender specialists and architects.

Growing the team with professionals who contribute to the success of Fastned

has been a top priority to the management board and will be a top priority for

the coming years. And we want to let everyone share in Fastned’s success. All

employees working for Fastned for more than six months are eligible for the

employee option plan and start sharing in the value creation of the company.

Diverse backgrounds, unique strengths

An important contributor to the success of Fastned has always been the diverse

backgrounds of our employees, sharing one mission and Fastned’s company

values. We believe that diverse teams enable us to explore different

perspectives and challenge our way of thinking, contributing to better

decision-making and to best understanding our customers, who are just as

diverse.

That’s why Fastned stands for equal opportunity for everyone, our goal is to

create an environment of inclusion and acceptance. No matter their gender

identity, sexual orientation, religion, ethnicity, age, neurodiversity, disability

status, citizenship, everybody is welcome. We actively look for people that bring

authenticity and their unique strengths to the company. Bringing together all

individual strengths creates a dynamic culture that supports a successful

business.

At Fastned every employee is equally welcome, respected, supported and

valued. Just one example is the fact that Fastned supports family planning

through parental leave for employees with families of all types. A workforce of

29 nationalities and counting is another example of our diverse organisation.

We also want to give opportunities to people with a distance to the labour

market to do meaningful work. For instance by teaming up with Pluryn and

Pameijer, two Dutch organisations that for many years have found us people

that clean and help maintain our stations.

We are proud that about half of our employees in leading roles and two thirds of

the members of both the Supervisory Board and the FAST board (representing

our shareholders) are female. This is an improvement compared to 2020.

Fastned provides a variety of options to make work life as flexible as possible for

everyone, ranging from flexible working hours, to offering part-time

employment opportunities. During the corona pandemic we provide extra time

off and as much flexibility as needed during lockdowns to allow employees to

combine work and childcare. When it comes to transportation, we provide all

our employees with access to a shared, fully electric vehicle fleet and free public

transport for their commute to work in most countries.

Business review

The market is accelerating

Despite ongoing travelling restrictions due to corona lockdown measures in

various countries, we managed to deliver significantly more electricity in 2021

compared to 2020. As in previous years the most important driver for this

growth is the accelerating shift towards electric vehicles. More electric vehicles

driving around simply means more demand for charging.

Some years ago people would still doubt if electric vehicles would break

through, by now it's become increasingly evident that the future is electric, and

that this future has started. With electric vehicle sales as a percentage of new

cars sold over 10% in most countries Fastned is present, and over 50% in

December in the Netherlands, it's clear that the industry is shifting.

Government regulations, increasing numbers of electric vehicles, advances in

battery technology, declining costs, growing consumer preference and better

charging infrastructure continued to be the key drivers behind this transition.

Scaling up ahead of the growth curve

The key to growth for Fastned is having fast charging capacity available at high

traffic locations, to cater to rapidly growing demand. Initially this meant

investing ahead of the market, resulting in low utilisation. With the market

accelerating, in many markets this has now transitioned to investing in capacity

to keep up with the market. High station utilisations are good for business (unit

economics), but could restrict future growth if expansions are delayed or

restricted.

As some stations regularly show utilisation numbers well above 30%, we believe

that we can over time run the network as a whole at around 30% time based

utilisation, while still providing a great customer experience. As this is time-

based utilisation, it would mean that all the chargers in the station are occupied

8 hours per day.

In the last quarter of 2021, with 759 chargers operational (2020: 456), the

average utilisation of our network stood at 10.4% (2020: 7.6%). Moreover, almost

half of our stations now have 300kW chargers, allowing for very rapid charging

by any car that can take it. Faster charging allows us to deliver more kWh with

the same utilisation whilst improving the customer experience, making it an

important growth factor.

The significant increase in the number of chargers is the result of increased

investments in stations as well as upgrading existing stations. This has been

made possible by a growing team as well as having in previous years prepared

the organisation, stations and systems for rapid growth.

Developing locations and getting powerful grid connections in place takes time

and effort. Because of the energy transition, grid connections in particular are

becoming more difficult to obtain. However, a portfolio of locations provides a

basis for growth, and the opportunity to cater for growing demand of EV

drivers. Without 'copper in the ground' we cannot deliver electricity. Without

the space to expand the number of chargers, we cannot serve more customers

at the same time. Having these crucial components in place allows us to grow.

Electric Freedom

Fastned's mission is to give freedom to electric drivers and accelerate the

transition towards sustainable mobility. People are much more inclined to

convert from a petrol car to an electric car when it's easy to drive one. Having a

fancy electric car alone is not enough. Ample fast charging infrastructure that

'just works' is key in giving electric drivers the same freedom to go anywhere as

they are used to with their current petrol car.

We coined this 'giving freedom to electric drivers', a phrase we used right from

the start. In 2020 we shortened this to 'Electric Freedom' and registered it as a

trademark across Europe. This pay-off is our raison d'etre as well as a powerful

promise to (potential) customers. This is what we are all about, and what we will

keep striving for in the years ahead.

Happy customers

Happy customers feel Electric Freedom. They drive an electric car almost

without thought and go wherever they want to go. They don't worry about

charging because they know that they can always recharge where and when

needed. They don't mind charging because the station is comfortable, offers

ample charging capacity and the right amenities.

We measure this degree of happiness regularly by asking customers one simple

question: 'How likely is it that you would recommend Fastned to a friend or

colleague?' The answers result in Net Promoter Score.

Our latest NPS survey showed that 50% of our customers are ‘promoters’, giving

us a score of 9 or 10. Another 30% of our customers gave us a score of 8, and

12% gave a score of 7. Only 8% of the respondents gave us a score of 6 or lower.

Fastned’s latest NPS score is thus 42, the highest it has been in years.

Additionally, we ask feedback from all first-time registered users. We find their

feedback especially important as in this growing market we will be serving

millions and millions of first-time users. We want their first session to be

flawless, so we are keen to find out where we can improve. In 2021 the average

first charging session rating was 8.1 (on a scale of 1-10, 10 being the best),

slightly up from last year.

Continuous improvement

To accelerate the transition we want to make charging a more convenient,

intuitive and fun experience compared to refuelling. Therefore, also in 2021 we

continued to further invest in the customer experience:

•We continued to upgrade existing stations, by adding more and faster

chargers. At the end of 2021, almost half of our stations had one or more

>300 kW fast chargers.

•The average number of chargers per station reached 4.0 at year end, up

from 3.5 at the end of 2020.

•During 2021 we prepared our software platform Revolt for the addition of

payment terminals to our stations. This will allow any visitor to pay with a

bank card or credit card without registration. In November the first

terminals were installed on chargers in France, initiating a roll-out across

the entire network in 2022.

•We added cable management systems to chargers on new stations and we

retrofitted a number existing stations. Retrofitting will continue in 2022.

•We implemented parking markings on many more stations, making it easier

for cars with different charge port locations to line up with the chargers.

•We improved our data gathering & analysis capabilities to better track

charging session parameters, identify issues, and make improvements to

the charging process.

•We worked on a concept for shops, both in terms of the design,

functionality and looks of the physical space, as well as the product and

service offering. In 2022 we will take this one step further by setting up a

dedicated shops team and opening our first pilot shop.

Our purpose-built software platform Revolt forms the heart of our operations

and provides the basis for a flawless charging experience. In 2021 our in-house

development team further enhanced Revolt and will continue to do so.

Over 2021, Revolt has supported an uptime of more than 99.9% of our stations.

This is based on a high availability set-up with significant redundancy of

systems, the possibility to scale up bandwidth in a matter of minutes and zero

downtime (non-disruptive) deployment of software updates. The architecture

of Revolt enables the processing of high volumes of concurrent user traffic,

resulting in a stable and fast charging experience for the customer.

During 2021 we extended the team on the engineering side as well as on the

product side. We will continue to do so in 2022 with the aim to keep improving

the digital experience and keep delivering a flawless charging experience.

Operations, Data & Analytics

Amongst EV drivers, Fastned is well known as one of the most reliable fast

charging networks in Europe. This is based on a customer-first approach and

doing our utmost to provide the best charging experience.

In 2021, we continued to internalise maintenance activities in order to respond

quicker to issues. Another key focus area has been the charging session success

rate. If a session doesn’t immediately start, customers will try again, and again,

causing frustration and longer than necessary session times. We are

increasingly capable of understanding what happens at each step of initiation

of a charging session, enabling us to identify issues, and implement actions for

improvement.

A better understanding of operational performance enables us to scale up more

efficiently and serve our customers better. This ranges from detecting broken

charger components faster, predicting maintenance needs and understanding

in detail why customers reach out to customer support, to where and when

upgrades are needed. We made large steps in this area by building a dedicated

Data & Analytics team and investing substantially in our tech stack and data

architecture. Furthermore we strengthened key roles within the operations

team with incredible talent. All these investments enable us to continue to be

industry leading in terms of network reliability and uptime while we grow our

network.

Network Operations

The Network Operations team ensures that our network of stations runs

smoothly and our customers have a great charging experience, from the

moment they drive up to our station to the moment they charge, pay and leave.

This involves advanced analytics to detect potential issues and bottlenecks

across the network early on. This way maintenance can be done before

problems occur and downtime and negative customer experiences can be

avoided. During 2021 we managed to achieve a ‘best in industry’ network uptime

of 99.9%.

Maintenance & upgrades

Our Maintenance team ensures our charging stations remain in optimal

condition. This is achieved through a combination of preventative and

corrective maintenance of our chargers. The team also looks after the physical

structures (our iconic canopy) and all aspects of safety and cleanliness on our

stations.

The team also ramped up its upgrade capabilities: during 2021, 63 stations were

upgraded (including retrofitting 13 MisterGreen stations) and 166 chargers were

added (additional and faster chargers at existing stations).

Customer Operations

Our customers can rely on 24/7 customer support in five languages. For 2021 we

delivered upon the ambitious goal to become even better accessible. We set up

an internal training programme and a knowledge base to prepare our agents for

all circumstances. We now consistently reply over 90% of emails within 2.5

business hours and reply over 50% of phone calls within 10 seconds.

Energy purchasing and pricing

A completely new development in 2021 has been the unprecedented increase in

the wholesale prices of electricity in the last months of the year. Where over the

past years wholesale electricity prices varied between around 30 euro per MWh

and 60 euro per MWh, the market was suddenly confronted with prices up to

300 euro per MWh.

Years ago Fastned made the fundamental choice to only sell directly to end

customers, giving us nearly full control over our sales price. After monitoring the

market developments for a while, this allowed us to increase our sales price mid

November, the first time in over five years. This price increase of 10 cent to 69

cent per kWh restored margins somewhat and, importantly, it did not have a

noticeable effect on charging demand.

Business & market outlook

Market outlook

Our market outlook remains very positive, based on an accelerating number of

electric vehicles being delivered to our markets, based on five key key trends:

1.Government regulation & support: stricter European fleet CO2 emission caps

have come into effect on January 1st 2020, and again on January 1st 2021.

2.Increasing supply of electric vehicles: car manufacturers are ramping up

production capacity to comply with regulations and react to competitive

pressure.

3.Battery technology advancements: battery pack prices are coming down,

reducing the sales price of electric vehicles.

4.Growing consumer preference: electric cars are getting more attractive due

to longer range and a wider selection of models to choose from.

5.Increasing charging speed and better infrastructure: this reduces (or

eliminates) range anxiety - making electric vehicles more attractive.

Over the years we have seen that more electric cars on the road results in more

demand for fast charging. Not only because there are simply more cars, but also

because electric drivers are making more and longer trips. Moreover, as driving

an electric car becomes more mainstream, we increasingly see adoption by

people that do not have a private parking place with a charger. As a result, more

and more drivers come to rely on public charging infrastructure to fulfil their

charging needs.

Designed to scale

Our network is ready to cater to the expected growth in demand. In the fourth

quarter of 2021 the time based utilisation of our current network was 10.4%,

leaving ample room for growth.

On top of this we can increase our capacity by:

•growing the number of stations, based on a substantial and growing

pipeline of signed locations;

•increasing the number of chargers on stations as demand grows;

•increasing the speed of those chargers allowing us to deliver more kWh per

unit of time.

The multiplication of these three factors allow for a significant growth of

charging capacity in our network.

We believe this is important because we want to give freedom to the growing

number of electric drivers. The cars that they drive will have bigger batteries,

that can be charged faster. We expect this to result in larger charging sessions,

selling more electricity per session. This is a continuation of a trend that we

have seen since we started operations in 2013.

Accelerated investments

Based on a substantial funding round of 150 million euro in February of 2021, we

were able to greatly accelerate capital investments as well as growing the team

to facilitate further growth.

Given market developments we will keep investing along the aforementioned

three axes: more stations, with more and faster chargers. The 150 million euro

capital raise of early 2021 allows us to play a significant role in supporting the

realisation of a European-wide fast charging network. The focus of our capital

expenditures will initially be in the Netherlands, Belgium, Germany, the United

Kingdom, Switzerland and France.

Covid-19 impact

During 2021 the corona pandemic continued to impact our business, mostly

due to travel restrictions resulting in reduced demand for charging. We expect

that when lockdown measures are reduced people start moving again, resulting

in accelerated growth in demand for fast charging.

Ukraine crisis

The Russian invasion of Ukraine and the rapidly escalating events in February

and March 2022, are a tragedy to the people of Ukraine. It's also causing

disruption to business and economic activity in the region and around the

world. Fastned has no activities in the Ukraine, Russia or Belarus, nor does it

directly or indirectly source critical items from the region. The crisis is causing

increased volatility in electricity prices on the wholesale market. Another effect

is increased station construction costs due to raw material price and labour

cost increases. We are monitoring the situation on a day-to-day basis. Based on

current information, we expect we are able to limit the effect on our station roll-

out pace, but this will be highly dependent on how the crisis and its effects

unfold.

Impact of volatile energy markets

Energy procurement costs per kWh have increased significantly in the last

quarter of 2021 and the first quarter of 2022. We expect elevated procurement

costs for the remainder of 2022 and expect electricity prices to come down

again from current levels in the years thereafter, in line with current forward

prices of electricity.

We have increased our sales price in line with our hedging/pricing strategy, will

closely follow developments in the energy markets and we will adjust our sales

price if necessary. We expect to be able to maintain a relatively stable gross

margin. We expect that price adjustments will have a limited impact on sales

volumes as people will continue to fast charge where they drive, and Fastned

benefits from its very high traffic locations. Also, prices and costs for potential

alternatives such as home charging or fossil fuels have increased significantly as

well

Developing a pipeline of high quality locations

In 2021 we made strong progress towards our mission to bring freedom to

electric drivers and accelerate the transition to sustainable mobility. More and

more governments across Europe recognise the need for proper fast charging

infrastructure on main transport arteries. As a consequence, we saw a

significant step up in the number of new tenders for concessions to build and

operate charging stations. Fastned subscribed to these tenders and expects to

see outcomes in terms of acquired locations starting in 2022.

We have grown the speed of acquisition in 2021 by more than 57% compared to

2020 and added a total of 44 new locations to our pipeline. This raises the total

number of acquired locations from 287 sites at the end of 2020 to 331 by the

end of 2021. A great result by a relatively small team, which since the capital

raise of early 2021 is being scaled up to further accelerate the inflow of locations

in the coming years.

Just the beginning

We build this network with an outlook in mind of millions of electric vehicles on

our roads in a decade from now. We have seen tremendous growth in electric

vehicle sales in the past years, but we are only at the beginning of an

exponentially growing charging market. Today around 1 to 2% of cars in our

markets are electric and most governments in these countries plan to phase out

cars with combustion engines by around 2030. Bloomberg New Energy Finance

expects that before 2025 electric vehicles will outperform petrol cars in every

aspect. It's very likely that by that time nearly all new car sales will be fully

electric. From that moment onwards it will take roughly two decades before the

entire car fleet on our roads is electric, as cars are on average used for around

15-25 years in Western Europe. This is why the charging market will be a growth

market for several decades to come.

However, this outlook assumes that the right charging infrastructure is in place

at the right time. Fast charging infrastructure is key in allowing people to drive

wherever they want to go. We believe that large fast charging stations will be

essential to the success of electric vehicles. No other solution scales up as well

as fast charging stations that can be upgraded quickly with more and faster

chargers. Such scaling capacity is needed to keep up with the rapidly growing

demand for charging when more and more electric cars will hit the roads.

Building the infrastructure

To realise these scalable stations you need large plots of land situated directly

along high traffic roads. Those locations, such as motorway service areas, are

most often owned or regulated by governments and parts of them are leased

out to petrol stations. This leads many people - including policymakers - to

believe that petrol stations should be the ones adding fast chargers to their

stations. In our view, realising charging stations isn’t and shouldn’t be the

privilege of petrol stations. Every company should be able to compete for these

new permissions to sell charging services, so that the best and most ambitious

companies will make it happen. Allowing petrol stations to just add fast

chargers would cancel out competition. Moreover, it would put the transition to

electric mobility fully in the hands of those parties that have a significant

business interest to slow it down.

This can be illustrated by comparing the charging market to another part of the

energy transition. There would be a lot less wind energy available today if only

operators of coal power plants had been allowed to build wind turbines: there

would have been less competition and less drive to make the transition away

from their core business. That's why we’re advocating public tender procedures

that ensure fair competition, and equal market access. Transparent tenders

create competition on elements such as customer experience, uptime, installed

power, and other quality aspects. The result is that the best party wins, tender

by tender, to the benefit of the electric driver and the energy transition as a

whole.

Thanks to the efforts of Fastned and other parties, more and more governments

and politicians in our markets are realising this and are offering more highway

locations to the market via transparent tender procedures. In 2021, we have

seen a significant increase in new tender issues. For example in France, there

were close to ten sites up for tender in 2020, while in 2021 there were more than

a hundred.

These tenders that are now coming to the market, offer once in a decade

opportunities to build up our network in Europe. We take part in many of them

and we are seeing the first results of locations won in France and Switzerland.

We expect to see many more locations added to our network in the coming

years because of the efforts we’ve made so far.

Private landowners

In some countries highway locations are not under control of governments and

therefore tender procedures are not the solution. Also, there’s a lot of

opportunity to build stations at high traffic locations away from the highways.

This is why Fastned also engages with private landowners that own large plots

of land along high traffic roads. Although supporting the energy transition

might not be the most important reason to consider leasing their property to

Fastned, landowners do often see the long term value. It can generate traffic for

other tenants on their land and local governments often stimulate the building

of charging stations. Moreover, the presence of charging infrastructure is

nowadays often required as part of the planning permission issued by

authorities in case of new retail developments along high traffic roads.

An example of such a cooperation is the one with LXI REIT, a real estate

investment trust in the UK. This growing partnership has so far led to six

locations across England. We aim for an acceleration in partnerships with

commercial real estate funds and developers over the next years for sites that

remain true to our concept of large, scalable locations and allow for great user

experience.

Next to green field developments there is also existing refuelling infrastructure

that needs to transition. There are more than 100 thousand petrol stations in

Europe that will all need to convert to electric in the coming decades. Many of

these location owners today purchase a petrol station concept (and petrol)

from oil companies, but will be in need of a fast charging concept at some point

in the coming decades. Fastned has the best concept in the market which will

provide opportunities in this huge transition: in terms of new locations for

Fastned and in terms of traffic for the location owner.

More locations in years to come

Whether it’s through tenders or individual leases with private landowners, we

see a strong increase in new locations in the years to come. Therefore we’re

growing our Network Development team to grasp all opportunities in the

markets that we’ve entered. Below is an overview of the most important steps

we've made in each of these markets.

Belgium

In the Flanders region Fastned’s efforts to develop charging

stations along highways in conjunction with the

government, led to the acquisition of a significant pipeline

of new locations. For example via project calls organised by

the Flemish Ministry of Mobility.

With 16 locations secured, 13 of which are at entry- and exit-

ramps along important Flemish highways. Belgium acquired

the largest number of new locations in 2021 of all countries

in our network. Ten locations were granted a 0.6 million euro

subsidy by the Flemish minister of Mobility who set the

objective of fast charging infrastructure every 25km along

the Flemish highways.

On top of the highway charging infrastructure, the Flemish

road authorities have prepared a policy to allow cities and

municipalities to easily launch tenders for slow and fast

charging on their public domain. The first tenders of this

program are expected to launch in 2022.

In 2021 we expanded the Belgian team significantly. This will

help us in our efforts to secure more locations. And it will

also enable us to increase our communication and push to

Belgian authorities about the need and value of public

tenders for highway charging infrastructure in the Wallonian

region.

Eight new stations were opened in Belgium in 2021.

Operational before 2021

Opened in 2021

Planned stations

France

The French highway network consists of more than 140

highways. The majority are run under a concession system

by private highway operators, and the rest are run by the

French government. Fastned works closely with private

highway operators, the government, industry associations

and consumer groups to push for competitive public

tenders that lead to the construction of high-quality, future-

oriented charging infrastructure on service areas.

In early 2021, the French government mandated all private

highways to be equipped with fast charging infrastructure

by the end of 2022. As a company with experience,

expertise and financial power, Fastned advised stakeholders

on the criteria needed to build large, comfortable and

reliable stations capable of charging hundreds of vehicles

per day. These criteria included sufficient contract duration,

adequate space requirements, the importance of canopies

to protect from rain and sun, ad-hoc payment methods,

kWh billing and electricity generated from renewable

energy.

By the end of the year, 130 tenders had been opened on the

French highways, with Fastned participating in all of them.

While most tenders were still ongoing at the time of

publishing this annual report, by the end of 2021, Fastned

had officially secured nine sites on the APRR highway from

Paris to Lyon and three on the Vinci system, growing the

French network by 12 locations. In the coming period, we

expect to continue to develop stations on the conceded

highways, as well as push for tenders on the public highway

network.

In November 2021, the first six French stations were

inaugurated in record time, and an additional two were

opened during the first quarter of 2022.

Operational before 2021

Opened in 2021

Planned stations

United Kingdom

The UK government, in contrast to most governments in

Europe, does not own much strategic land along high traffic

corridors. Fastned’s location acquisition strategy therefore

leans more on developing partnerships with private

landowners. In 2021 Fastned added 12 locations to its UK

pipeline. Six of these locations were the result of a

partnership with a single commercial developer,

accelerating our growth through multi-site, commercial

partnerships.

In order to accelerate the roll-out of charging infrastructure

the UK government is currently putting a plan in place for a

950 million pound “Rapid Charging Fund” to support the

realisation of grid connections. Fastned is actively engaged

in discussions about the way these ambitions can best be

realised and how competition can guarantee the best

service for EV drivers.

Over the last year Fastned has been expanding its UK team,

focusing on real estate developers and the resources to

scout locations given the aforementioned nature of the UK

market. This will increase our UK network development

efforts which we expect will further grow our pipeline of new

locations.

During 2021, two new stations were opened, resulting in a

total of eight stations at the end of the year.

Operational before 2021

Opened in 2021

Planned stations

Netherlands

In 2011, Fastned’s efforts to advocate the realisation of electric filling

stations next to the already existing petrol stations on service areas

along Dutch highways, led to the announcement of a public

competitive tender. The Netherlands became a pioneer in allowing a

countrywide network of charging stations to be developed along

Dutch highways. Fastned acquired access to 201 locations and this

tender therefore enabled Fastned to start building its Dutch

charging network.

Currently, the government is reviewing its policies for permitting

businesses on service areas along highways. A process which is

largely driven by the upcoming change in the concession regime for

petrol stations, which is the ending of their exclusive right to sell

petrol at these service areas in 2024. It’s not surprising that, Fastned

is actively engaged in the discussions around these upcoming

changes and is pushing for (the continuation of) a fair, open and

transparent policy that serves the interests of electric drivers and

supports the acceleration of the transition to sustainable mobility at

the same time.

On a local level, many municipalities are developing their own

policies for fast charging within their communities, aiming to

support the transition and keep up with their ambitions for zero-

emission city logistics in the next few years. Also here we will

continue our effort of communicating about the value of

competitive public tenders for the realisation and operation of

charging stations.

Like in 2021, our focus in the Netherlands in the coming period will

be on the development of the still very significant pipeline of

highway concessions. The capital raise from early 2021 allowed us to

expand the team and hire people to specifically focus on resolving

the bottlenecks that stand in the way of an accelerated building

pace, for example those related to construction permissions from

the Ministry of Infrastructure.

14 new stations were opened during the year, bringing the total

number of stations in operation at the end of 2021 to 132.

Operational before 2021

Opened in 2021

Planned stations

Germany

In Germany close to 100% of all 400 highway service

stations are owned and operated by Tank und Rast. This

privatised government institution was in previous years

given the rights to add charging services to its stations

without a public tender taking place.

Fastned’s efforts to develop charging stations along

highways through communicating about the value of

competitive tenders and market access for all interested

parties has quite recently led to 200 new highway locations

made available in addition to the Tank und Rast locations,

growing the number of highway locations by 50%. A great

step in the right direction.

These 200 new locations will be made part of the

“Deutschlandnetz” programme, which aims to establish full

coverage of fast charging infrastructure across the country.

Although Fastned’s vision of customer-friendly fast

charging was recognised by the German government and

included in the tender documentation, details of the

concession system still need to be finalised and will

determine how interesting the opportunity is to Fastned.

Given the fact that market access to German highway

locations was absent as they were until recently the

exclusive domain of Tank und Rast, Fastned has so far

worked with private landlords to build up a substantial

portfolio of locations directly at highway exits.

In 2021 Fastned opened 13 new stations, resulting in a

network of 31 stations in operation at the end of the year.

Operational before 2021

Opened in 2021

Planned stations

Switzerland

In 2018, Fastned’s efforts to advocate a public tender for the

realisation of charging stations along Swiss highways led to

the opening up of 100 rest areas to be equipped with

charging infrastructure. Out of the tender that followed,

Fastned acquired one out of the five available batches of

each 20 highway locations with 30 year long concessions.

Since then, Fastned has been working on acquiring the

permissions to build large charging stations on the acquired

service areas. This is taking longer than in most other

markets because of the specific circumstances.

Mountainous terrain and sometimes challenging building

conditions, such as significant snow loads, are taking up

considerable time and effort. That said, these challenges

show the value and scarcity of permissions to build large

charging stations along highways. Luckily, the Swiss

government has also foreseen this challenge and has

phased the realisation plan of the 20 locations over a

timeline of several years.

In January of 2021 Fastned opened its second station in

Switzerland. Throughout the year a lot of progress has been

made in working out the designs and permit applications of

the stations under development in collaboration with the

Swiss highway authorities. Efforts which we expect to result

in new stations to be opened next year.

Operational before 2021

Opened in 2021

Planned stations

An industry leader in Europe

At a European level Fastned is recognised as an industry leader. We participated

in European Commission expert groups and associations to ensure new

regulation promotes competition through open and non-discriminatory public

tenders that will result in the best offer for (future) electric drivers.

For example, the EU Commission Alternative Fuels Infrastructure Regulation has

taken on board many of the key points Fastned advocated for, including

ambitious, legally binding, capacity-based charging targets, price transparency

and a nod to the importance of open and transparent tenders.

Efficiently building stations with a great customer

experience

2021 was a very successful year for the rollout of our network. Fastned procured

50 municipality permits and 51 grid connections. We opened a record number

of 57 new stations across all of our markets, including 6 stations in France, the

sixth country in which Fastned welcomes its customers. We also added two new

designs to our portfolio of station designs.

The best design for every situation

Fastned's mission is to provide freedom to electric drivers, and we believe that a

great charging experience is an important element to this sense of freedom.

Therefore we put a lot of effort in the design of our stations.

The more customers have a 'first time right' charging experience, the fewer calls

we get and the more electric drivers leave our stations with a smile on their face.

Above all we want our stations to be easy to use, even when traffic increases

ten- or even hundredfold. In most cases a drive-through station with ample

room to manoeuvre is the best option. Why? Because traffic flows in one

direction - vehicles entering the station are not interfering with traffic exiting

the station, which also makes it safer. Petrol stations have long ago discovered

this set-up to be ideal to safely service large numbers of customers.

Our stations usually have a large canopy with striking looks for great visibility.

The bright yellow canopy protects our customers from the weather and doubles

as a landmark. Recognisable from afar, it makes future electric vehicle drivers

aware that charging infrastructure is available, while current EV drivers can

easily find us and remember our brand, which is becoming more and more

important.

Two of the new French stations were built using the new diagonal station

design, while another new station design for a parking set-up was used for the

first time at the Aschaffenburg-Ost station in Germany. With both new designs

we’ve further expanded our portfolio of station types enabling us to offer the

best solution for every environment. This is important as plots of land along high

traffic roads are scarce and we often need to be creative when building a

station.

A strong supply chain is key

In order to consistently roll out high quality, well-designed stations at low cost

we’ve built strong design and construction teams that are involved in every

step of the process: from designing the best station and lay-out for each

location to overseeing the building process and installing chargers and

connecting them to the grid. Just as important in all this is having a reliable

supply chain.

That’s why we’ve developed strong, long-term relationships with suppliers that

deliver key components such as chargers, solar panels and lighting to all our

stations across Europe. Together with these partners we continue to innovate

and improve these components to lower costs and improve the charging

experience.

In each operating region we have local supply chains in place that usually

consist of contractors for civil works, electrical installations and assembly.

These companies are experts in their field, familiar with local regulations and

able to build at a pace of one station per two weeks.

As our pipeline grows and we accelerate the roll-out of our network, we need to

ensure that our supply chains are robust and building projects are completed in

time. That’s why we aim to multi-source all key components and make sure we

have sound contracts in place with all our suppliers.

Entering a new country means building up new partnerships with contractors

and suppliers. We set up a local construction management team in Paris and,

together with the experienced construction team at head office, they were able

to set up a new supply chain and complete the first six stations within twelve

months. Two more stations were completed in January 2022.

In Germany new contractors were added to our list of qualified suppliers. They

successfully completed numerous projects, enabling us to build significantly

more projects in parallel than before.

Financial review

Consolidated income statement7

Key figures (€ million)

2021

2020

2019

% 21-20

Revenues related to charging

12.4

6.3

4.5

98%

Other revenue8

0.1

0.6

1.9

Total revenues

12.5

6.9

6.4

Gross profit related to charging

8.7

5.2

3.7

67%

Gross profit related to charging margin

71%

83%

81%

Gross profit from other revenue

—

(0.1)

Network operation costs

(6.4)

(4.3)

(3.1)

49%

Operational EBITDA

2.4

0.9

0.5

171%

Network expansion costs

(6.8)

(4.7)

(3.8)

45%

Underlying company EBITDA

(4.4)

(3.8)

(3.3)

Exceptional items9

(8.2)

(0.1)

(3.1)

EBITDA

(12.6)

(3.9)

(6.3)

Depreciation, amortisation & provisions

(5.9)

(4.1)

(3.0)

Finance income/(cost)

(6.2)

(4.4)

(2.7)

Underlying net profit

(16.4)

(12.3)

(9.0)

Net profit

(24.6)

(12.4)

(12.0)

Earnings per share (depository receipt) (diluted)

(1.48)

(0.84)

(0.81)

Revenues & gross profit

Operating metrics

2021

2020

2019

% 21-20

BEVs in the Netherlands (YE)

243,664

172,524

105,008

41%

BEVs in Germany (YE)

618,460

309,083

136,617

100%

Number of operating stations (YE)

188

131

114

44%

Active customers Q4

111,577

53,309

42,805

109%

Active customers NL Q4

93,370

48,810

40,439

91%

Fastned market penetration in NL

38%

28%

39%

Sessions per customer in Q4 in NL

3.6

4.2

kWh per customer Q4 in NL

70.5

64.4

68.3

Revenue related to charging was up almost 100% in 2021, supported by strong

sales of electric vehicles throughout Europe and by an acceleration in the

number of stations built during the year. Growth in number of electric vehicles

registered in 2021 was at approximately 41% in the Netherlands, 100% in

Germany, 98% in the UK, 62% in Switzerland, 78% in Belgium and 49% in France.

Active customers in Q4 2021 grew by 109% YoY globally and by 91% in the

Netherlands, outgrowing the increase in the number of electric vehicles

registered.

7 Definitions of non IFRS measures are provided on page 64.

8 Revenue from station construction as part of service concession

9 Of which the majority relates to staff option awards

2021 results were achieved despite the measures implemented by various

countries throughout Europe to curb the effect of the coronavirus pandemic.

The measures were particularly strong in the Netherlands, where in the last

quarter of 2021 lockdown restrictions were increased again, with shops and

restaurants closed and work-from-home policies reinstated.

After a drop in 2020 due to corona-related lockdown measures, Fastned's

market penetration in the Netherlands returned to pre-corona level, recording

38% in 2021 (vs. 28% in 2020 and 39% in 2019). Market penetration is defined as

customers that charged with Fastned at least once in the 4th quarter, divided by

the number of electric vehicles registered at year end. Nonetheless, sessions

per active customer in Q4 2021 were circa 10% lower than pre-corona, also as a

consequence of restriction to circulation and movement, which led to lower

traffic on highways, particularly from current electric drivers, such as office

employees.

In 2021, Fastned deployed many more high-power chargers on its network, all of

which capable of delivering a minimum power of 150 kW. The combination of

upgraded chargers and more powerful electric vehicles on the road led to an

increase in the kWh charged per customer, which in Q4 2021 surpassed the pre-

corona level (71 kWh versus 68 kWh in Q4 2019), more than compensating for

the lower amount of sessions per customer.

Network utilisation also recovered compared to 2020, standing at more than

10% in Q4 2021 versus 7.6% in Q4 2020. Network utilisation was above pre-

corona level, supported by the number of electric vehicles on the road, which

stood at 2.0% penetration on average in Fastned's markets10 in 2021 (weighted

by the number of Fastned stations in the respective countries). On the other

hand, the increase in the number of chargers installed and the lockdown

measures still in place in some of Fastned's major markets dampened the

increase in utilisation. With respect to the former effect, Q4 2020 like-for-like

utilisation was more than 13%.

Revenue from station construction as part of service concessions relates to a

public tender in the UK, where Fastned won a contract to construct seven

charging stations in the North East of England and deliver these to the

contracting party, and to operate these stations for a further period. During the

years of operation of the stations, there are no charges made to Fastned for use

of the locations (rent), the assets (depreciation) and financing (interest). We

distinguish this revenue from revenues related to charging as the latter shows

revenues from Fastned’s core revenue generating business.

Gross profit continued to grow considerably, driven by growing revenues.

However, in the second half of 2021 the energy market experienced a steep

increase in the price of electricity, which had an impact on gross margin. Main

drivers of this spike in procurement prices were the shortage of gas in Europe,

lower energy production from renewables and colder temperatures. During the

third quarter of 2021, prices increased from €0.076/kWh to €0.136/kWh, while at

the end of Q4 reached €0.237/kWh; this price is almost 5 times higher than the

price of electricity the same period in 2020. The increase in the procurement

price had a direct impact on Fastned's gross margin, which decreased to 71% in

2021 vis-a-vis 83% in 2020.

The effect of the procurement price increase on margin was mitigated by an

increase in the price of HBEs11 and by an €0.08/kWh increase in sales price (net

of VAT). The rise in the price applicable to customers came into effect only mid

November 2021.

10 Average does not include Belgium, Switzerland and France.

11 Renewable energy units (HBEs: hernieuwbare brandstofeenheden).

Network operation costs & Operational EBITDA

€’000

2021

2020

2019

% 21-20

Network operation costs, per station

(40.0)

(34.3)

(30.8)

17%

Network operation costs, per charger12

(11.0)

(11.8)

(11.9)

(7)%

Operational EBITDA, per station

14.9

6.9

5.4

116%

To give insights in the profitability of our existing operating network, we report

the Operational EBITDA.

Network operation costs are the costs to run the existing network, excluding

expansion costs. This includes costs directly related to the stations like grid

fees, rent and maintenance, as well as indirect costs related to running the

network such as salaries, allocated office rent, administration and general costs.

The difference between the Gross Profit and network expansion costs results in

the company Operational EBITDA, which provides insights into the profitability

of Fastned's existing network in operation.

Network operation costs per station increased by 17% in 2021 (€34.3 thousand

in 2020). This is mainly due to higher grid fees resulting from the increasing

number of chargers being installed per location (from average 3.5 per YE 2020

to 4.0 per YE 2021) and larger grid connections being installed to accommodate

anticipated charging demand growth. Indirect costs per station also increased

as a result of the expansion of the Fastned network operation team following

the 150 million euro capital in March 2021 (26 FTEs on average in 2021, 19 FTEs in

2020). Total network operation costs grew due to an increase in the number of

stations.

At the same time, the increase in the number of new stations built, paired with

the upgrades carried out on existing stations by Fastned's Network Operations

team, led to an overall decrease in the network operation costs per charger. The

7% decrease versus 2020 is an evidence of scale effects in Fastned's business; a

larger network can be operated more efficiently, leading to lower operating

costs per charger.

Operational EBITDA per station was at €14.9 thousand in 2021, a 116% YoY

increase compared to 2020. Operational EBITDA was hampered by the

lockdown measures and increase in energy procurement prices, but showed

strong growth due to increasing sales and limited increases in network

operation costs per station.

Total Operational EBITDA grew by 171% YoY in 2021, higher than the growth in

revenue related to charging (by 98% YoY) showing Fastned’s operational

leverage potential.

Network expansion costs & Underlying company EBITDA

Network expansion costs relate to the expansion of Fastned’s network of

stations, such as the search and acquisition of new sites, location design,

construction management and software development. The costs mainly consist

of salaries, marketing, administration and general costs. Year end 2021, circa 67

Fastned employees (FTEs) were active in network expansion or supporting this

effort.

In 2021 Fastned acquired 44 new locations that fit our site selection framework,

meaning high traffic sites where we can build scalable stations on the basis of

long term land leases.

We finalised construction and opened 57 stations in 2021, including retrofitting

13 locations acquired from MisterGreen in 202013, growing our operating

network by 44%, from 131 stations in 2020 to 188 at year end 2021.

Network expansion costs grew by 45% to €6.8 million in 2021, mainly due to an

increase in the number of employees attributed to network expansion, from 37

FTEs on average in 2020 to 53 on average in 2021.

Underlying company EBITDA was lower in 2021 than in 2020 mainly due to

higher network expansion costs. Also, the corona measures and electricity price

increases had a dampening effect on gross margin growth, which in turn had a

dampening effect on Underlying company EBITDA.

12 Based on the average number of chargers throughout the year.

13 Fastned started retrofitting MisterGreen Allego chargers with single Fastned chargers on existing low voltage grid connections. Fastned will redevelop the stations once required permits

and grid connections are available

Exceptional items

€’000

2021

2020

2019

Gross profit from station construction

(13)

(5)

(115)

Other income/(expense)

—

(264)

Selling and distribution expenses

—

(76)

Euronext listing

—

(1,036)

Supplier insolvency

—

(160)

—

Covid subsidy

—

152

—

Options awarded to staff

(8,158)

(91)

(1,583)

Total exceptional items

(8,171)

(75)

(3,074)

In 2021 Fastned incurred a number of exceptional expenses as shown in the

table above and described below.

Fastned incurred a small accounting loss on the construction of stations as part

of a service concession of €13 thousand, which is regarded as exceptional.

During 2021, milestone number 4 of the option plan was reached and options

were issued to employees as a result (see note 22 of the financial statements).

Options awarded to staff accounted for €8.2 million in share based payments.

Other income statement items

€’000

2021

2020

2019

% 21-20

Depreciation, amortisation & provisions

(5,869)

(4,140)

(2,955)

42%

Finance income/(cost)

(6,163)

(4,388)

(2,739)

40%

Depreciation, amortisation & provisions grew by 42% YoY in 2021 to €5.9 million

due to the growing number of stations and the chargers upgrade programmes.

Finance costs grew due to a higher number of bonds outstanding.

As expected we recorded a net loss of €24.6 million in 2021 (2020: €12.4

million), of which €16.8 million are non-cash items. The main reasons of the loss

can be traced back to the nascent stage of the charging market, our high pace

investment strategy, options awarded to staff (non-cash) and corona lockdown

measures resulting in reduced growth.

Cash flow

Cash flow from operating activities in 2021 was negative €10.0 million, an

increase of circa 47% vis-à-vis the previous year (negative €6.8 million in 2020).

Investing activities relate to the expansion of our network of stations, as well as

the charger upgrading programmes which were implemented over the course

of the year. In 2021, we started operation of 57 new stations (including the

retrofitting of 13 MisterGreen locations) and increased the average number of

chargers per station from 3.5 at the end of 2020 to 4.0 at the end of 2021. The

accelerated expansion plan resulted in cash flow from investing activities being

€36.6 million in 2021, 4.3x higher than in 2020.

Net cash inflow from financing activities was €141.5 million in 2021, up 4.8x

compared to €29.8 million in 2020. This increase is largely due to higher cash

inflows from the €150 million capital raise that Fastned did in March 2021 to

accelerate the expansion of its network.

€’000

2021

2020

2019

Loss before tax

(24,599)

(12,401)

(12,034)

Depreciation

5,869

4,141

2,925

Net (gain)/loss on sale of non-current assets

—

(29)

264

Provisions

2,879

302

688

Deferral of unearned revenues

(31)

(69)

(617)

Share-based payments

8,158

1,583

Other adjustments

(123)

383

Changes in working capital

(2,132)

796

(38)

Net cash flow from operating activities

(9,979)

(6,786)

(7,213)

Net cash flow used in investing activities

(36,598)

(8,488)

(9,431)

Net cash flow from financing activities

141,457

29,772

26,114

Currency translation differences 14

(139)

(41)

Net increase in cash and cash equivalents

94,741

14,523

9,429

Cash and cash equivalents at 31 December

128,591

33,850

19,327

14 Currency translation differences relating to cash and cash equivalents.

Balance sheet

Over the course of 2021, Fastned's total balance sheet increased by 167% to

€214.6 million from €80.3 million as of 31 December 2020.

Total equity increased to €109.2 million at year-end 2021, mainly driven up by

the €150 million capital raise and down by the net loss for the year (€24.6

million).

Non-current assets increased by €37 million in 2021 mainly due to expenditure

on property, plant and equipment incurred by Fastned for the construction of

new stations and for charger upgrade programmes.

Current assets increased by €98 million compared to 2020 driven by improved

cash position in connection with the €150 million capital raise done in February

of 2021 (cash and cash equivalent at €128.6 million in 2021 vs. €33.9 million in

2020). This cash will mainly be used for capital investment in the Fastned

network and to some extent for ongoing operating expenditure.

Non-current liabilities were €86.9 million at the end of 2021, down from €93.5

million at year-end 2020. The decrease mostly reflects movements to current

liabilities for bonds maturing in 2022 (€4.2 million in June 2022 and €7.4 million

in December 2022). As a result, current liabilities were €18.5 million at year-end

2021, compared to €4.9 million at year-end 2020.

€’000

2021

2020

2019

Non-current assets

81,443

44,842

35,500

Cash and cash equivalents

128,591

33,850

19,327

Other current assets

4,569

1,592

2,802

Total assets

214,603

80,284

57,629

€’000

2021

2020

2019

Share capital plus share premium

172,087

28,397

26,651

Retained earnings and other reserves

(62,878)

(46,469)

(34,184)

Total equity

109,209

(18,072)

(7,533)

Non-current liabilities

86,876

93,464

62,776

Current liabilities

18,518

4,892

2,386

Total liabilities

105,394

98,356

65,162

Total equity & liabilities

214,603

80,284

57,629

Station economics

To give insight into the development of station level economics, we show the

economics of an average station below. With electric vehicle adoption

accelerating, station utilisation and revenues have gone up considerably, rapidly

improving station economics. This despite charging volumes and revenue per

station still being impacted by the second wave of lockdown measures

implemented across some of our key markets in the last quarter of 2021.

Additionally, station economics were also impacted by the strong increase in

wholesale electricity prices in the second half of 2021, which resulted in lower

gross margin compared to 2020 (71% in 2021 vs. 83% in 2020).

Average station economics, based on Q4 annualised revenues

€’000 (annualised)

Q4 2021

Q4 2020

Q4 2019

Q4 revenue related to charging, per station

113

Gross margin related to charging, per station15

Gross margin %

71%

83%

81%

Operating costs per station16

(40)

(34)

(31)

Operational EBITDA per station (A)

Initial investment per station (B)17

429

340

307

ROIC (A / B)

9.3%

4.1%

5.9%

To show the potential of our network, we also show the economics of one of our

top five performing stations. This is a top site as it is located on a high traffic

road and in a part of the Netherlands with relatively high electric vehicle

adoption. Note that in 2019, we selected a different station than in 2020 and

2021, as the 2019 selected station dropped out of the top 5 performing stations

(currently top 10).

This station is performing well because the general traffic on the adjacent

highway is circa 3 times higher than the traffic on the average station, leading to

approximately 3 times higher estimated electric vehicle traffic and circa 3 times

higher revenues. On an absolute basis, electric vehicle fleet penetration is still

low (at 2.5% in Q4 2021 in the Netherlands), leaving a lot of potential for revenue

growth when the electric vehicle fleet penetration increases to an expected

15-30% across our markets by 2030, which is circa 5 to 15 times higher than

today. The current performance of the top five station illustrates the potential

for fast charging stations at high traffic locations (our average station), but with

approximately 3 times higher electric vehicle traffic.

15 Based on the annual gross margin related to charging.

16 Excluding expansion costs.

17 Average initial investment of all stations, including IFRS16 lease, per YE.

Top station economics, based on December annualised revenues

€’000 (annualised)

2021

2020

2019

December revenues (electricity only)

326

195

Assumed gross margin %18

71%

83%

81%

Gross margin (electricity only)

230

161

156

Operating costs per station19

(40)

(34)

(31)

Operational EBITDA (A)

190

127

125

Initial investment (B)

608

573

660

ROIC (A / B)

31%

22%

19%

18 Based on the annual gross margin related to charging.

19 Excluding expansion costs.

Risks and risk management

The electric vehicle and charging industries are developing towards a more

mature stage. Fastned recognises that risks are associated with achieving its

strategy and business objectives. Fastned aims to be risk aware without being

too risk averse. The Management Board therefore recognises the importance of a

formalised approach towards risk management.

Risk Appetite

Risk appetite is defined as the amount and type of risk that an organisation is

prepared to take in the pursuit of its business objectives. Risk appetite may be

updated following changes in the business strategy or to adapt to external

developments.

Fastned has a low to moderate appetite for most risk categories, as expressed in

the overview below. When determining the appetite for certain risk categories,

Fastned determines the probability of each risk becoming reality and the impact

it would have on, for instance, our strategy, reputation, staff safety, operations

and (regulatory) compliance.

Risk Management

In the previous years we started the development of the internal risk

management and control system taking into account the size, complexity and

growth ambition of the organisation. This system is in line with the

ISO31000:2018 standard, and is based on four guiding principles mentioned in

the picture on the right.

During 2021, Fastned made important steps in the further development of the

internal risk management and control system. Besides a top-down overall risk

assessment led by Fastned’s leadership team, a structured bottom-up approach

was implemented to identify and assess risks for key processes. While these

assessments showed no material shortcomings, appropriate mitigating actions

were taken where necessary. In 2022, Fastned will continue to enhance and

embed the internal risk management and control system keeping pace with the

fast growing organisation and business.

Most important risks

The most important risks that can impact Fastned’s financial performance or

business model are identified in the table below.They are similar to the risks

identified in the 2020 Annual Report and therefore Fastned’s overall risk profile

has not changed compared to last year.

Strategic risk

Risk

Risk assessment

Our approach

Revenue development -

Lower number of battery

electric vehicles (BEVs) on

the road than anticipated.

Current risk: medium

Risk development vs 2020: ⇔

Appetite: medium to high

The number of BEVs is growing considerable across our markets. The political

climate is in favour of BEVs (e.g. subsidising BEVs)

and car manufacturers offering a broader as well as cheaper range

of new BEVs. The high petrol prices have pushed the sales of BEVs even more.

Fastned has no ability to mitigate this risk as it has no influence on the

sale of BEVs. Hence Fastned’s willingness to accept this risk is

inherently high.

By offering high-end and convenient charging infrastructure, Fastned

believes that the hurdles for purchasing a BEV are lowered. This would

stimulate people’s choice in favour of a BEV.

Regulatory / political climate

Risk of policy changes, or

new regulation, for example,

no tenders or permits for new

sites, or stricter regulations.

This reduces the number of

market opportunities

Current risk: medium

Risk development vs 2020: ⇔

Appetite: medium

From an EU perspective, the political climate is putting more emphasis on

sustainability and pushing for EV driving and fast charging infrastructure across

Europe. Following that, Fastned has constructive dialogues with various

governments/authorities in Europe on tendering of fast charging sites.

Fastned enforces its public affairs function in all key markets. Together

with Fastned’s legal team and outside advisors, have a continuous

dialogue with authorities in our key markets. Topics are, amongst

others, expected tenders, allotment of fast charging permissions and

renewal conditions of current concessions. Fastned aims to ensure

that these procedures are in line with the EU principles.

To build up a diversified portfolio of locations, Fastned develops

commercial sites as well.

Technology innovations -

Change in the technology

and product standards of

BEVs as well as fast chargers,

potentially rendering

Fastned’s equipment less

competitive or obsolete.

Current risk: low

Risk development vs 2020: ⇔

Appetite: low

Fastned aims to offer people the fastest and easiest charging experience across its

locations as much as possible. EV-drivers are attracted to nice sites with a high

charging speed. Fastned is one of the front runners in offering fast charging.

Fastned has an active membership of CharIN (organisation behind

CCS fast charging standard).

Fastned maintains regular contacts with various OEM’s and charger

manufacturers across the globe, with an aim to employ best in class

and future proof technology on our stations.

The effect is that sites are regularly upgraded by Fastned with ultra

fast chargers. Started in France, payment terminals have been rolled

out to our chargers to improve payment flexibility for our customers.

Network development -

Losing pace of gaining new

sites and the risk of not

securing the right sites

resulting in

underperformance

Current risk: medium

Risk development vs 2020: ⇔

Appetite: Medium

A filled pipeline of secured stations is critical to meet our mission of 1000 stations in

2030.

Governments are pushing for charging stations and zero emission zones tenders in

Fastned’s key markets providing a pool of tenders. The requirements, however, are

getting higher and the competition fiercer. Tesla and existing petrol companies, for

example, have become direct competitors in tenders.

In the Netherlands, Fastned experiences also increased competition at existing

sites. Petrol stations and restaurants are issued permits for chargers on the same

service area where Fastned was issued a concession.

In order to compete, Fastned continuous to focus on offering

outstanding charging experiences

Network development further explores market opportunities by

actively looking for interesting commercial sites. First steps will be

taken to open commercial services next to stations.

Operational risk

Risk

Risk assessment

Our approach

Electricity grid constraints -

Not being able to connect new stations

to the electricity grid, or operate

stations at optimal capacity due to

limited grid connection capacity.

Current risk: medium

Risk development vs 2020: ⇑

Appetite: low

Especially in the Netherlands, the electricity grid faces limitations in

capacity. Due to these limitations and the increased competition, the lead

time for obtaining new grid connections is getting longer. Also, requested

grid connection capacity cannot always be obtained for every station.

Before construction of a new station starts, Fastned’s strategy is to

apply for more grid connection capacity than initially necessary to

build a station. Later on this offers the possibility to upgrade existing

chargers or increase the number of chargers at a station without grid

connection adjustments.

Although the possibilities to mitigate the risk are limited, Fastned

continuously looks for opportunities to optimise the process of

obtaining grid connections.

To improve the balance between energy usage and grid connection

capacity, Fastned explores the possibility of using batteries at the

stations..

Pressure in supply chain -

Scarcity of chargers hampers the

construction of new stations of

adequate upgrades of existing stations

Current risk: medium

Risk development vs 2020: ⇔

Appetite: low

Looking forward, the small number of charger manufacturers Fastned

depends on, can hamper the growth ambition in coming years. As

competition grows and the impact of chip shortage continues, the

demand for chargers is growing while supply is limited.

Fastned has over the years established a good relationship with its

suppliers. Fastned investigates how to diversify its portfolio of

charger manufacturers to decrease the current concentration risk.

To ensure timely delivery of chargers, Fastned closely monitors its

pipeline for new and to be upgraded stations, integrating more

flexibility in the ordering process for new chargers.

Network operations excellence -

Unclean stations, below par customer

support and out-of-order chargers

result in loss of revenue, customer

dissatisfaction and a less favourable

position to gain concessions.

Current risk: medium

Risk development vs 2020: ⇔

Appetite: low

As the number of charging stations is increasing, EV-drivers have more

options and have a higher demand for operational excellence. It is of key

strategic importance to Fastned to maintain high customer satisfaction,

focus on good client support, clean stations and 99% up-time of chargers.

Fastned expects that a repair within 24h will become the standard.

As a charging operator, Fastned has built up one of the highest

customer satisfaction ratings. Essential is having a dedicated in-house

customer care team, network operations centre and network

maintenance team to respond quickly to any operational issue.

Fastned will continue to improve its processes and systems

maintaining operational excellence. In support of that ambition,

Fastned enhanced its charging app with new functionality, such as

auto charging.

Financial risk

Risk

Risk assessment

Our approach

Liquidity planning and capital position -

Insufficient funds to pay creditors and

to manage financial commitments as

well as to finance further charging

network expansion.

Current risk: low

Risk development vs 2020: ⇓

Appetite: low

Fastned has a strong focus on a healthy liquidity position to meet going

concern requirements.

Fastned’s current capital position enables further expansion of the

charging network and management of financial commitments.

Fastned applies a budgeting process where capital expenditures are

only approved when sufficient funding has been raised.

Bond maturities and capital expenditures are pre-funded 12-18

months ahead, in line with going concern requirements.

To manage financial commitments, Fastned has a contract signing

process in place that ensures contracts are only signed by the board

after approval from the head of legal and the head of the business line

involved. Additionally, Fastned applies a structured purchase order

process, with defined PO limits and segregation of duties.

Pricing development - Risk of

decreasing gross margin per station.

Current risk: medium to high

Risk development vs 2020: ⇑

Appetite: medium

Wholesale market energy prices increased sharply throughout Europe in

the course of the year. Fastned’s price increase in November 2021 partly

mitigated the impact on gross margins. The full effect of the price

increase will show in Q1 2022. Fastned expects that the increase in energy

prices in the wholesale market will be temporary.

In addition, Fastned expects that current price inflation development on

costs has an upward risk effect.

In Q4 2021, Fastned moved towards a dynamic pricing strategy, to be

able to reflect price trends in the European wholesale electricity

market.

Effects of a higher price inflation on costs and gross margin per

station are closely assessed by Fastned and if necessary mitigated

through price correction.

Impact of corona pandemic - Revenues

impacted because of lower traffic

numbers; risk of operations impacted by

staff being ill/not being able to come to

the office.

Current risk: medium

Risk development vs 2020: ⇓

Appetite: low

The coronavirus pandemic continued to impact the world. In most of our

markets people were advised to work from home as much as possible,

resulting in less traffic and less charging. This impacted Fastned’s

revenues in 2021 to a lesser extent than it did in 2020, thanks to new

station openings and an increase in electric vehicles. Fastned estimates

that the risk impact of corona on revenues stays low/moderate in 2022.

Corona also continued to have an impact on the way we operate, however,

this was minimal as working remotely has been possible for almost all

office staff since before the start of the pandemic.

Fastned ensured financial stability by raising additional funds.

Fastned has adopted a hybrid working model and continues to look

for the right balance between working remotely and in-office,

ensuring a safe working environment while making sure everyone feels

and stays involved.

Impact of the Russian invasion of

Ukraine

The Russian invasion of Ukraine and

rapidly escalating events in February

and March 2022 are causing disruption

to business and economic activity in the

region and worldwide. The United

States, United Kingdom and Europe

have initiated sanctions against Russia.

Current risk: high

Risk development: ⇔

Appetite: low

Fastned is monitoring the situation to stay abreast of all relevant updates

to implement effective and appropriate additional control measures and

to manage the increased supply chain risks, cyber risks and financial

impacts of these developments.

Fastned has no business activities in either Russia or Ukraine. However,

because of the Russian invasion of Ukraine and related international

response measures, including sanctions and capital controls, suppliers of

charging equipment and raw materials for station construction may be

disrupted, and energy and supplier prices are likely to be volatile. This

could have a wider impact on the rate of growth of BEV’s and indirectly on

Fastned’s business operations in Western Europe.

The impact on our business is being monitored. Furthermore, Fastned

works together with counterparties to assess and where possible

reduce risks associated with possible exposures by securing upfront

deliveries and prices of construction and maintenance materials

In line with our action driven approach on cyber risk, Fastned is

continuously focussed on improving information security and

awareness.

Contingency planning is being conducted with respect to possible

disruption of supply chains through avoidance of dependency on

single suppliers, increased electricity prices and cyber attacks.

Fraud risk

Risk

Risk assessment

Our approach

Fraud - Reputational damage, financial

loss or regulatory non-compliance by

internal or external fraud (attempt).

Current risk: medium

Risk development vs 2020: ⇔

Appetite: low

Although the organisation and business continues to experience rapid

growth and trends of further enforcement of anti-corruption regulation

are observed, Fastned considers the internal fraud related risks limited

because of a combination of formal and informal controls. Thanks to the

size of the company and its open culture, informal controls are well

established at Fastned.

External fraud risks, and especially cybercrime, requires continuous

attention. During 2021, employees have worked mainly remotely, being

more vulnerable for phishing attacks and malware.

Fastned has set-up a Risk & Control function in 2021 and enhanced its

internal risk and control framework. In establishing a robust internal

risk and control framework, Fastned enrolled a fraud risk assessment

approach at strategic and process level. The outcome is an action

driven approach that aims to mitigate fraud risks.Some of the actions

taken are separation of duties, increasing information security and

increasing risk awareness among employees.

In line with the Corporate Governance Code and expected maturity of

the risk and control framework, the board intends to install an internal

audit function once the Risk & Control function is sufficiently

embedded.

HR risk

Risk

Risk assessment

Our approach

Talent acquisition and retention - Not

being able to attract, train and retain

good staff hampering the growth

ambition of Fastned

Current risk: medium

Risk development vs 2020: ⇔

Appetite: low

Having a motivated and competent team in all our markets is essential to

operate successfully and grow the business. Recruiting the right talent

has become more difficult in a tight labour market. Especially in areas

such as IT, Software development and Network maintenance.

Fastned is considered an attractive employer by many candidates. The

company’s mission, culture and operating model are key success

factors. This is supported by Fastned’s stock option plan and

secondary benefits as well as opportunities for individual growth.

Legal & Compliance risk

Risk

Risk assessment

Our approach

Reporting on Sustainability -

Not being ready to report on the

company's actions on sustainability and

social equity in line with upcoming EU

regulation, resulting in reputational

damage or regulatory non-compliance.

Current risk: low

Risk development vs 2020: ⇔

Appetite: low

There is a growing demand for harmonisation of sustainability frameworks

and reporting on sustainability information. Fastned expects that the

updated EU Directive on Non-Financial Reporting (EU NFRD), which is

expected to be fully effective starting 2023, will impact the reporting of

Fastned’s processes and controls with respect to information on

sustainability.

In preparation for external reporting on sustainability information,

Fastned has started to assess company’s actions on sustainability and

social equity in line with the ESG standards.

Corporate Governance

General

Fastned B.V. is a private company with limited liability (besloten vennootschap

met beperkte aansprakelijkheid) incorporated under the laws of the

Netherlands and has its statutory seat (statutaire zetel) in Amsterdam, the

Netherlands. Fastned has a corporate governance structure that reflects and

protects its mission and meets all relevant legal obligations.

Fastned Administratie Stichting (FAST)

Fastned believes it is crucial that its mission and identity is protected. Fastned’s

mission is to provide freedom to drivers and accelerate the transition to

sustainable transportation.

To safeguard this mission, all shares in the capital of Fastned B.V. are held by

FAST, which in turn issued depositary receipts for these shares to investors.

These depository receipts embody the economic aspects of the shares of

Fastned. FAST exercises the voting rights attached to the Fastned shares.

The main tasks and purpose of FAST are (i) to make sure that Fastned is working

towards its mission, (ii) to monitor the continuity of the Company, and (iii) to

safeguard the interests of the holders of depository receipts (DR Holders).

These three tasks – in that order – form the guiding principles of the board of

FAST.

Depositary receipt holders

The governance structure of Fastned is designed with the aim of protecting the

interest of all DR Holders equally. DR Holders have the right to attend the

General Meetings and to speak at such meetings. They also have the right to

appoint the members of the board of FAST upon nomination by the board of

FAST. Additionally, the Fast Board may ask the DR Holders for their views

regarding the items on the agenda of the General Meeting of Fastned.

Fastned management structure

Fastned has a two-tier board structure consisting of the Management Board

and the Supervisory Board. The Management Board is responsible for the day-

to-day management. The Supervisory Board supervises and advises the

Management Board.

Fastned Management Board

The Management Board is the executive body and is entrusted with the

management of Fastned and responsible for the continuity of Fastned under the

supervision of the Supervisory Board. The Management Board’s responsibilities

include, among other things, setting Fastned’s management agenda,

developing a view on long-term value creation by Fastned, and enhancing the

performance of the Company. The General Meeting appoints the Managing

Directors upon nomination by the Supervisory Board.

Fastned Supervisory Board

The Supervisory Board supervises the Management Board’s management of

Fastned, its general course of affairs, and its affiliated businesses. The

Supervisory Board is accountable for these matters to the General Meeting. The

Supervisory Board also provides advice to the Management Board. In

performing their duties, the Supervisory Directors are required to focus on the

effectiveness of Fastned’s internal risk management and control systems and

the integrity and quality of the Company’s financial reporting. The Supervisory

Directors assist the Management Board with advice.

Dutch Corporate Governance Code

The Dutch Corporate Governance Code, as amended, was published on 8

December 2016, entered into force on 1 January 2017, and finds its statutory

basis in Book 2 of the Dutch Civil Code. The Dutch Corporate Governance Code

applies to Fastned as its registered office is in the Netherlands and its

depositary receipts have been listed on Euronext Amsterdam.

The Dutch Corporate Governance Code is based on a ‘comply or explain’

principle. Accordingly, companies are required to disclose in their annual report

whether or not they are complying with the various best practice provisions of

the Dutch Corporate Governance Code that are addressed to the management

board or, if applicable, the supervisory board of the company. If a company

deviates from a best practice provision in the Dutch Corporate Governance

Code, the reason for such deviation must be properly explained in its annual

report. We deviate from a limited number of best practice provisions, which are

explained in the Corporate Governance section of the annual report.

Departures from the Best Practice Provisions of the Dutch

Corporate Governance Code

Fastned acknowledges the importance of good corporate governance and

agrees with the general approach and with the majority of the provisions of the

Dutch Corporate Governance Code. However, considering the Fastned’s

interests and the interest of its stakeholders, it is expected that the Company

will deviate from a limited number of best practice provisions, which are the

following:

Principal 1.3 - internal audit function

The Company does not comply with best practice provisions 1.3.1 up to 1.3.5,

which provide for an internal audit department. Fastned does not yet have a full

internal audit service given its size and stage yet. However, an Internal Risk &

Control manager was hired and started in 2021 to identify internal and external

risks so that they can then be incorporated into internal risk management and

control systems. The ultimate goal is to have a solid framework that can then be

audited by an internal auditor. For now, the supervisory board is of the opinion

that sufficient adequate alternative measures have been taken and that Fastned

is structurally on its way to implementing a sound internal audit service in the

coming years. See the report of the supervisory board for more information on

this subject.

Best Practise Provision 2.1.9 - Independence of the chairman of the supervisory

board

The Company does not comply with best practice provision 2.1.9, stating that

the chairman of the supervisory board should be independent. Based on

provision 2.1.8, Bart Lubbers, as the chairman of the supervisory board of the

Company (the Supervisory Board), is not independent because he (i) has been a

member of the Company’s management board (the Management Board) in the

five years prior to the appointment as chairman of the Supervisory Board, (ii) has

an indirect shareholding in the Company of at least 10% via Wilhelmina-Dok B.V.

and (iii) is a member of the management board of Wilhelmina-Dok B.V. that

jointly have an indirect shareholding of at least 10% in the Company.

Fastned is of the opinion that the appointment of Mr. Lubbers as chairman of

the Company’s Supervisory Board allows him to use his extensive industry

knowledge (obtained via his membership of the supervisory board of Epyon

(later acquired by ABB) and the management board of Fastned) to the benefit of

the Company, its mission and its depositary receipts holders (DR Holders). In

order to overcome Bart Lubbers' dependence, clear arrangements have been

made within the Supervisory Board as to when Marije van Mens will take over as

Vice-Chairman and when Bart Lubbers will abstain from the discussions.

Fortunately, to date no conflicting situations have arisen.

Best Practice Provision 2.2.1 - Term of management board appointment

Fastned does not comply with the best practice provision 2.2.1, stating that a

management board member is appointed for a maximum period of four years,

with the possibility of re-appointment of another four years. Fastned believes in

long-term value creation through commitment to the company. At this

moment, changing the management board every four years (with the possibility

of extension), does not contribute to this. This may be re-evaluated in the

future.

Best Practise Provision 2.5.3 - Employee participation

The Company has not established an employee participation body because

Fastned has only recently reached a number of 50 employees within the

Netherlands. Therefore, Fastned cannot comply with best practice provision

2.5.3 stating that the conduct and culture in the company and its affiliated

enterprise should be discussed in the consultations between the management

board, the supervisory board and such employee participation body.

Best Practise Provision 4.4.2 - Appointment of the members of the Foundation

Board

The members of the FAST Foundation Board shall be appointed by the DR

Holders based on a recommendation of the Supervisory Board, therefore the

Company does not comply with best practice provision 4.4.2 stating that the

board members of the trust office should be appointed by the board of the trust

office, after the job opening has been announced on the website of the trust

office.

Best Practise Provision 4.4.8 - Voting proxies

The Company does not comply with best practice provision 4.4.8, stating that

the board of the trust office should issue voting proxies to vote in the general

meeting of the Company under all circumstances and without limitations to all

DR Holders who request this. At this moment, the Company holds the view that

the interests of the Company and its stakeholders are served best if votes are

cast by the FAST Foundation.

Code of Conduct

Fastned has a Code of Conduct that applies to all employees. The principles and

best practices established in the Code of Conduct reflect the corporate culture

that the Management Board wants to embed in the day-to-day routines of all

employees. The Code of Conduct includes topics such as employees’ and

human rights, health and safety, gifts, anti-bribery and confidential information.

The Code of Conduct can be found on Fastned’s website.

Whistleblower policy

Fastned employees are offered the opportunity to report irregularities or

suspicions with regards to our Code of Conduct, safety policies or any form of

misbehaviour without bringing their (legal) position in jeopardy. Reporting of

such instances by Fastned employees can be done to designated persons. The

Whistleblower policy can be found on Fastned’s website. No irregularities were

reported in the financial year 2021.

Insider trading policy

Fastned implemented regulations covering security transactions by the

members of the management Board, FAST board and other Fastned employees.

The Insider trading policy is published on Fastned’s website. Fastned’s Insider

trading policy aims to promote compliance with the relevant obligations and

restrictions under applicable securities law.

Composition and diversity

Fastned’s Management Board consists of the chief executive officer (CEO) and

the chief financial officer (CFO). The Management Board is composed to be

adequate and balanced, with a diverse selection of persons with specific

expertise in relation to the business activities, strategy and long term goals of

Fastned. The Management Board as a whole aims to meet the following

qualifications:

•fully supportive of the Fastned mission and able to translate this into

a company-wide strategy;

•knowledge of and experience in the energy transition, electric

driving, scale-up company’s, sustainability, leading international

operations and international brands;

•knowledge of and expertise in financial management, accounting

and reporting for an international company;

•knowledge of and experience in corporate human resource

management, remuneration and compensation;

•knowledge of and experience in corporate responsibility,

compliance and corporate governance of a listed company;

•Fastned also takes account of factors such as nationality, gender,

age and education for the composition of the Management Board.

During the Extraordinary General Meeting of 11 November 2021, Victor van Dijk

was appointed by the shareholders as a member of Fastned's Management

Board. Victor has been Fastned’s CFO since November 2019 and has shown that

he meets the above mentioned criteria.

Fastned's Supervisory Board currently consists of three members. In 2021, two

members stepped down and one new member was appointed. When looking for

new members, Fastned specifically searched for a female candidate who fitted

the Supervisory Board Profile as set out on Fastned’s website in order to ensure

gender diversity. With the appointment of Nancy Kabalt, this candidate has

been found.

Fastned’s diversity policy objectives are to improve gender diversity by

ensuring that at least 30% of the Management Board, the Supervisory Board and

the Board of the Shareholders Foundation will be composed of women. For

more information on diversity, see the ‘Our people’ chapter.

Remuneration report

Management Board remuneration

The remuneration of the individual Managing Directors has been established by

the Supervisory Board in accordance with Fastned’s remuneration policy as has

been adopted by the General Meeting upon a proposal of the Supervisory

Board. Any subsequent amendments to this remuneration policy are subject to

adoption by the General Meeting. The remuneration of, and other agreements

with, the Managing Directors are required to be determined by the Supervisory

Board, with due observance of the remuneration policy.

The Company’s remuneration policy aims to attract, motivate and retain

qualified and experienced individuals and reward them with a competitive

remuneration package that is in line with labour market conditions of

companies that engage in comparable activities and/or are similar in terms of

size and/or complexity.

Based on the remuneration policy, the remuneration of the Managing Directors

may consist of the following components:

•Fixed part - Base salary and holiday allowance

•Short-term - Variable part

•Long-term option plan - Variable part

•Pension plan

•Other benefits

Fixed part

The base salary of the Managing Directors aims to reflect the responsibility and

scope of their role, taking into account their level of seniority and experience.

The base salary of each Managing Director is a fixed cash compensation paid on

a monthly basis. The base salary will be annually evaluated by the Supervisory

Board, taking into account developments in the pay market and other factors

(including potential changes in role and/or portfolio size) and can be adjusted

by the Supervisory Board in accordance with the remuneration policy.

Short-term - Variable part

The Supervisory Board may award a variable payment. A maximum amount per

annum and a (set of) target(s) will be established annually for each Managing

Director. The Supervisory board will award a percentage of the maximum

variable payment, based on effort related to and actual realisation of the target.

Long-term incentive plan

In principle, the Managing Directors participate in the Option Plan that applies

to all employees of the Company. Mr Langezaal is however excluded from this

option plan. See the Remuneration Policy posted on Fastned’s website for more

detail.

Pension and other benefits

In principle, the Managing Directors are eligible to participate in the Company’s

pension scheme. However, if a Managing Director is a major shareholder or

depositary receipt holder (DR Holder) of the Company (as defined in the Dutch

Pensions Act, which is, in short, the case if a managing director directly or

indirectly holds more than 10% of the Shares or DRs) such Managing Director is

not eligible to participate in the Company’s pension scheme. Mr Langezaal is

therefore not eligible to participate in the pension scheme.

The pension scheme for the Managing Directors is the same as the pension

schemes applicable to other employees working for the Company in the

Netherlands.

Other benefits

Fastned provides for other benefits like company cars. All Management Board

members drive an electric company car.

Pay ratio

In line with the revised Dutch Corporate Governance Code (2016), Fastned takes

into account the internal pay ratios and employment conditions of the

employees within the organisation when formulating its remuneration policy.

Fastned’s internal pay ratio is calculated as the average total fixed

compensation of the Managing Directors divided by the average employee

compensation (total personnel expenses divided by the average number of

FTE). Consequently, Fastned’s calculated pay ratio in 2021 is 2.13 (2020: 1.97).

Management Board Remuneration over 2021.

The table below provides the remuneration of each member of the Management

Board, for the financial year that ended 31 December 2021.

€’000

Fixed

remuneration

Pension

Other

benefits

Option

plan

Total

noncash

Total cash

2021

Mr Langezaal

—

Mr Korthals Altes

10720

526

540

120

Mr Van Dijk

133

496

509

143

€’000

Fixed

remuneration

Pension

Other

benefits

Option

plan

Total

noncash

Total cash

2020

Mr Langezaal

—

Mr Korthals Altes

106

119

Mr Van Dijk

102

—

112

Historical 5 year comparison21

An overview of the company’s performance, the annual change in remuneration of the Management Board and of employees of the company is shown below.

In 2015 and 2016 the Management Board consisted of Fastned’s founders only.

In 2017 and 2019 non-founders joined the Board.

2021

2020

2019

2018

2017

Number of stations

188

44%

131

+15%

114

+34%

+35%

Revenues related to charging (€ ‘000)

12,352

98%

6,253

+37%

4,548

+178%

1,638

+195%

556

Average cash compensation Management Board

120

110

104

49%

Average cash compensation employees

—%

-19%

10%

Avg. total compensation (incl. options/other benefits) Management Board

476

261%

132

-18%

160

95%

30%

Average total compensation (incl. options/other benefits) employees

150

163%

-31%

17%

13%

20 Mr Korthals Altes and Mr van Dijk have an equal salary level. Mr Korthals Altes' remuneration is lower as he worked less than full-time in 2021

21 Group average compensation amounts are used for the years 2019, 2020 and 2021

Supervisory Board remuneration policy

The General Meeting determines the remuneration of the Supervisory Board

members. The Supervisory Directors are entitled to a fixed annual fee as

determined by the General Meeting taking into account the time to be spent by

such Supervisory Directors. No additional fees are due for their membership of

the Audit Committee.

None of the Supervisory Board members may receive Depositary Receipts,

options for Depositary Receipts or similar rights to acquire Depositary Receipts

as part of their remuneration. Fastned does not provide any personal loans,

advances or guarantees to Supervisory Directors. There are no contractual

severance arrangements in place between the Supervisory Directors and

Fastned.

The annual total compensation for each Supervisory Director has been set as

follows:

•Bart Lubbers: € 36,000 (excl. VAT);

•Marije van Mens € 20,000 (excl. VAT);

•Nancy Kabalt € 20,000 (excl. VAT).

In addition, the Company will make available a company car for Mr Lubbers, and

unlimited charging within the Fastned charging network for all Supervisory

Directors

Also, if it reasonably appears that if one of the Supervisory Board members

provide more than 20 working days a year for their services as Supervisory

Director, the Company will reimburse an additional fee of € 1,000 (excluding

VAT) per working day per person, provided that the Company has given its prior

written approval for such costs.

Supervisory Board remuneration 2021

The total compensation (exclusive of VAT) for each Supervisory Director for the

financial year ending on 31 December 2021 was as follows:

•Bart Lubbers: € 36,000 (2020: € 36,000);

•Marije van Mens € 26,000 (2020: € 11,650);

•Nancy Kabalt € 2,000 (2020: nil);

•Hans Michels: € 13,000 (2020: € 20,000 );

•Marieke Bax € 8,000 (2020: € 11,650) .

Nancy Kabalt joined the Supervisory Board in November 2021. Hans Michels and

Marieke Bax left the Supervisory Board in May 2021. Marije van Mens and Hans

Michels received additional reimbursement due to additional working days in

relation to various projects.

FAST Board remuneration policy

The remuneration and contractual terms of assignment of FAST Board members

are determined by the general meeting of depository receipt holders. Apart from

their remuneration, FAST Board members shall be reimbursed for all reasonable

costs incurred with the consent of the chairperson of the FAST Board, or, with

respect to the Chairperson, incurred with the consent of the Chairman of the

Supervisory Board.

The annual total compensation (exclusive of VAT) for each FAST Board member

has been set as follows:

•Hieke van Rees - Spoelstra: € 15,000 (excl. VAT);

•Liselotte Kooi: € 10,000 (excl. VAT);

•Maaike Veen: € 10,000 (excl. VAT); and

•Henk Pals: € 10,000 (excl. VAT).

FAST Board remuneration 2021

The total compensation for each FAST Board member for the financial year

ending on 31 December 2021 was as follows:

•Hieke van Rees - Spoelstra: € 15,000 (2020: € 5,000);

•Fiona Buruma: €2,000 (2020: € 5,000)

•Liselotte Kooi: € 5,000 (2020: nil)

•Maaike Veen: € 5,000 (2020: nil) and

•Henk Pals: € 10,000 (2020: € 5,000) .

•

Supervisory Board report

A message from the chairman of Fastned’s Supervisory Board.

Life at Fastned

Life is all about shared experiences and creating memories. Life at Fastned is just

as much about shared experiences, creating memories as it is about growing our

business. This is why I often refer to Fastned as an adventure that should inspire

and give energy to the people at Fastned and everyone that we touch with our

business. Only with this energy can we achieve what we strive for: freedom for

electric drivers and accelerating the transition to sustainable mobility.

This approach of shared experiences and memories gives an extra dimension to

the things we do. Besides common business sense and a contribution to our

mission, inspirational factors play an important role in our decisions. Can we be

proud of that beautiful station we just built? Do we feel the adrenaline when we

succeed in a capital raise beyond our expectations? Do we celebrate a tender we

just won? Do we have fun with our colleagues from all different backgrounds? Do

we enjoy a brainstorm in which we challenge our ideas and come up with even

better ideas? Do we feel empathy for a colleague who's going through a difficult

time at home?

The success of Fastned depends on our people. I’m convinced that any problem

we face in our business can be solved with enough time, brainpower, creativity,

and mutual trust and respect. Enough time means that we always have a cash

buffer to come up with solutions for any problem. This is what we call continuity.

Brainpower and creativity are important capabilities of each member of the

Fastned team. You cannot solve any problem or achieve any goal without these

capabilities. Without them our adventure wouldn’t be possible. But what we

need just as much is mutual trust and respect: feeling safe to have open

discussions, to express your opinions, to truly listen to each other, it’s all

necessary to find solutions and consensus. It defines the difference between

success and failure.

As co-founder and chairman I’m happy to see that the Fastned team has grown

even stronger and doubled in size in 2021. At least one person per week joined

the company. This was done through an extensive hiring process with multiple

rounds of interviews for each role. To join the team, having the right capabilities

was not enough, being mission-driven and having personality were the real

differentiators.

The achievements of the team in 2021 were again amazing. To mention a few: the

network of stations increased to 188 stations in six countries. The funding team

raised 150 million euro in capital. Customer satisfaction remained high thanks to

hard work of the Operations team and great customer support. The legal team

won court cases, which finally made it possible to open shops at our stations in

the future.

I would like to thank the management and all employees at Fastned for their hard

work this past year. I would also like to thank my fellow members of the

supervisory board: Marije van Mens and Nancy Kabalt, who joined this year and

Marieke Bax and Hans Michels, who left the board in June. I want to thank all of

them for their contribution to this fast-growing company.

Finally, a word of thanks to our customers, our bond holders and certificate

holders, represented by the board of the Fastned Administration Foundation.

Fastned would not exist without your loyalty, enthusiasm and your contributions.

It's as plain and simple as that. The energy transition has to happen during our

time, it’s our responsibility as it will not only impact ourselves but also our

children. In the words of former US-president Barack Obama: “We are the first

generation to feel the impact of climate change and the last generation that can

do something about it.”

Bart Lubbers, chairman of the Supervisory Board

Amsterdam, March 28, 2022

Report of Fastned’s Supervisory Board

Fastned has a two-tier governance structure, which requires a structured

relationship between the Management Board and the Supervisory Board. Each

board bears its own specific responsibilities, but they share overall

responsibility for the company’s strategy and risk profile. Key to all the

Supervisory Board’s decisions are the long-term interests of the company’s

stakeholders.

This report explains how the Supervisory Board fulfilled its responsibilities in

2021. The Report of the Supervisory Board should be read in conjunction with

the Corporate governance section, which provides information on the

company’s corporate governance structure. A profile of the Supervisory Board

members is available in this report.

Role of the Supervisory Board

The Supervisory Board supervised the manner in which the Management Board

implements the long term value creation strategy. The Supervisory Board

underwrites the vision of a transition to electric cars; the mission to give

freedom to electric drivers and the strategy to build a European network of

thousand fast charging stations. The Supervisory Board regularly discussed the

strategy, the implementation of the strategy and the principal risks associated

with it. In 2021, Fastned continued its vision, mission and strategy. The

discussions in the meetings focussed on the optimal execution of the strategy

in all its aspects.

Personalia of the Supervisory Board

Bart Lubbers is the chairman of the Supervisory Board. Bart is male, born in 1965

with Dutch nationality. As relevant additional functions Bart holds the following

positions: director of Breesaap BV and director of Wilhelmina-Dok. Bart was

appointed on 17 May 2019 and is now in his first term of membership of the

Supervisory Board.

Marije van Mens is vice chairman and also a member of the Supervisory Board.

Marije is female, born in 1981 with Dutch nationality. Marije holds the following

relevant additional positions. She is head of the Education department at the

city of Amsterdam and supervisory board member at Dutch broadcaster VPRO.

Marije was appointed on 4 June 2020 and is now in her first term of

membership of the Supervisory Board.

Nancy Kabalt is a member of the Supervisory Board. Nancy is female, born in

1974 with Dutch nationality. Nancy holds the following relevant additional

positions. She is partner and founder of Windkracht 5!; chair of Holland E-

mobility (Formule E-team); chair of NKL, nationaal kenniscentrum

laadinfrastructuur; supervisory board member of Ennatuurlijk, Afvalzorg, CSG

Jan Arentsz and board member TKI Urban Energy. Nancy was appointed on 4

November 2021 and is now in her first term of membership of the Supervisory

Board.

Representation independence of supervisory directors

The composition of the Supervisory Board is such that the members are able to

operate independently and critically vis-à-vis one another, the Management

Board, and any particular interests involved.

Marije van Mens and Nancy Kabalt are both independent as members of the

Supervisory Board. Bart Lubbers, on the other hand, as founder, former director

and major shareholder, is not independent in accordance with the rules of the

Corporate Governance Code. In order to overcome Bart Lubbers' dependence,

clear arrangements have been made within the Supervisory Board as to when

Marije van Mens will take over as vice chairman and when Bart Lubbers will

abstain from the discussions. Fortunately, to date no conflicting situations have

arisen.

Self-evaluation of the Supervisory Board

Every year, the Supervisory Board evaluates its own functioning and that of its

separate committees and individual members, in accordance with best practice

provision 2.2.6 of the Dutch Corporate Governance Code.

The self-evaluation of the Supervisory Board took place through a survey in

which each member evaluated the functioning of the Supervisory Board as a

whole, of the different committees and of the individual members. The results of

the surveys were discussed and learnings and improvement points for the

coming year were identified. Increasing the Board’s effectiveness is not only

discussed in light of the self-evaluation, but a topic during many discussions.

We expect that this learning process will continue.

Evaluation of the Management Board

Every year the Supervisory Board evaluates the functioning of the Management

Board and its individual members in accordance with best practice provision

2.2.7. Such an evaluation also took place last year. The Supervisory Board first

held discussions with various employees who work closely with the

Management Board members. Based on these discussions, evaluation

interviews were held with the members of the Management Board themselves.

These talks naturally revealed learning points that the board members have

picked up to develop further.

Committee reports

The Supervisory Board organises its tasks across two committees: the Audit

Committee and the Remuneration and Nomination Committee. These

committees prepare for their specific topics ahead of decision-making in the

plenary meetings of the Supervisory Board. Given the size of the Supervisory

Board, all three supervisory board members participate in all committees.

Audit Committee

The Audit Committee consists of all board members. During the year 2021 the

audit committee reviewed quarterly financial results, discussed with both

management and the external auditor the audit approach and methodology

applied, in particular the Key Audit Matters included in the Auditor’s Report,

reviewed the engagement of the external auditor to perform non-audit services

and reviewed interim findings of the external auditor and management’s

response to their recommendations. The Audit Committee approved the 2021

external audit engagement letters and fees. During the year 2021 the Audit

Committee held four formal meetings in the presence of the external auditor,

the CFO and the group controller and arranged several calls and meetings to

discuss the matters pertaining to the Board, including arranging for financing.

The Audit Committee reviewed the 2021 Consolidated Financial Statements in

conjunction with the external auditor. Based on this review and discussions with

management the Audit Committee was satisfied that the Consolidated

Financial Statements were prepared in accordance with applicable accounting

standards and fairly present the Group’s financial position and results for the

year ending 31 December 2021.

Remuneration and Nomination Committee

Similar to the Audit Committee, the Remuneration and Nomination Committee

consists of all three Supervisory Board members. The Committee is responsible

for advising on the remuneration and the composition of both the Supervisory

Board and the Management Board. At the Annual General Meeting of Fastned on

June 3. 2021 Supervisory Board members Marieke Bax and Hans Michels

resigned after having indicated that they could no longer combine their

responsibilities with other commitments. Five months later, at the extraordinary

General Meeting on 11 November, 2021, Nancy Kabalt was appointed as the new

member of the Supervisory Board.

Management Board member Niels Korthals Altes (CCO) announced that he will

leave the company in 2022, after having worked at Fastned for almost a decade.

At the extraordinary General Meeting on 11 November, 2021 Victor van Dijk

(CFO) was appointed as statutory director next to CEO Michiel Langezaal.

The Supervisory Board has evaluated the functioning of the Executive Board and

the members of the Executive Board and discussed this with the Executive

Board. This evaluation looked at the input of employees and the self-evaluation

of the Executive Board.

Attendance at Supervisory Board meetings

In its oversight capacity, Fastned’s Supervisory Board has frequent contact with

the Management Board during and in between Supervisory Board meetings. In

2021, the Supervisory Board held four ordinary meetings and several

extraordinary meetings with and without members of the Management Board

present. The attendance rate of all Supervisory Board members in 2021 was

100%.

There are a number of important topics that the Supervisory Board addresses at

almost every meeting as well as in the accompanying board pack. The topics are

discussed at length and underlying themes are elaborated on during the

meetings.

These topics are:

▪The mission and strategy and how they are implemented, identifying

risks that might hamper this implementation and making sure they are

monitored and managed by the company. The Management Board

informed the Supervisory Board about the company’s strategy and the

risks associated with it, as well as on the functioning of the company’s

risk management and control systems.

▪The financial results, cash flow, capex and funding of the company.

These topics, among others, are also discussed at length in the Audit

Committee.

▪The impact of the network expansion on the the various parts of the

organisation, such as Operations.

▪The Fastned team and scale-up of the team, new organisational

structures, salary ranges and pay scales, and the option policies.

Risk management

An Internal Risk & Control manager was hired and started in 2021 to identify

internal and external risks so that they can then be incorporated into internal

risk management and control systems. Fastned does not yet have a full internal

audit service given its size and stage of development. The ultimate goal is to

have a solid framework that can then be audited by an internal auditor. Risk

management is a standard topic in the Supervisory Board board packs and

during meetings.

Financial statements 2021 and profit appropriation

The financial statements for the financial year 2021 were prepared by the

Management Board in compliance with article 20 and 21 of the Articles of

Association. Attached to these statements is the unqualified independent

auditor’s report by Deloitte. The financial statements and the outcome of the

audit performed by the external independent auditor was discussed by the

Supervisory Board in the presence of the external independent auditor. The

2021 financial statements were endorsed by all Management Board and

Supervisory Board members and are, with Deloitte’s auditor’s report, included in

this annual report. The Management Board will present the 2021 financial

statements at the annual General Meeting. The Supervisory Board recommends

that the annual General Meeting adopts the 2021 financial statements. In

addition, it recommends that the members of the Management Board and the

Supervisory Board be discharged from liability regarding their respective

management and supervisory activities over 2021.

Gratitude

The Supervisory Board wishes to thank Fastned’s bond- and certificate holders

for their support in what turned out to be, as always, a challenging year. We are

grateful to the Management Board for their leadership during this period and

would like to extend a particular thank you to all Fastned employees.

the Fastned Supervisory Board,

Bart Lubbers, chairman

Marije van Mens, vice chairman

Nancy Kabalt, member

Amsterdam, March 28, 2022

Members of the FAST board

The FAST Board comprises the following members:

Name

Year of Birth

Position

Member as of

End of current term

Nationality

Hieke van Rees-Spoelstra

1980

Chair

2014

2022

Dutch

Maaike Veen

1971

Member

2021

2025

Dutch

Henk Pals

1959

Member

2019

2023

Dutch

Liselotte Kooi

1978

Member

2021

2025

Dutch

Hieke van Rees-Spoelstra has been chair of the board since 2014. Being

part of the transformation of Fastned over the past years she has a

deep understanding of the company’s background and mission in the

energy transition. Her 20 years of experience in transformation and

change management started with high technology start-ups and small

and medium enterprises within the Ministry of Economic Affairs. As a

strategy consultant at A.T. Kearney she supervised several large

mergers and acquisitions and strategic transformations. In her current

position she is responsible for the international strategy of PostNL in

the transformation of a postal company into an international e-

commerce company. Hieke holds a Master’s degree in History from

Erasmus University Rotterdam as well as an MBA. Her strategic skills

combined with her experience with the dynamics in both small(er)

companies and corporate organisations allows her to understand

Fastned's challenges and to address these in line with the Fastned

mission and the obligations the company has to its various

stakeholders.

Henk Pals was appointed as secretary of the Foundation Board on 24

May 2019. Henk, a former CPA, is partner at Dutch Dream Group, an

M&A and corporate finance advisory firm. He has also various

supervisory- and administrative functions including chairman of the

supervisory board Het Goed, a leading chain of thrift department

stores; member of the supervisory board of Ampyx Power B.V., a start

up developing airborne wind energy systems, as well as member of the

supervisory board of U-Stal a social re-integration company. In the

past Henk was managing partner of a medium sized accounting

company as well as a member of the supervisory board of Lennoc B.V.

and a member of the management board of Flightstats Inc.and Z-

Venture B.V.. Z-Venture is an investment and participation company

focused on social responsible investments.

Maaike Veen was appointed as a member of the Foundation Board on 3

June 2021. After completing an economics degree and post-graduate

in journalism, Maaike started her career in international journalism. First

as correspondent for Dow Jones Newswires, Maaike focussed on

economic, political and financial news, covering the dot-com boom

and bust, with its corporate failures and accounting scandals. Between

2004 - 2013 Maaike lived in London where she was a UK & Ireland

correspondent for Dutch national newspapers, magazines and

broadcast outlets (e.g. Trouw, Elsevier). She also worked as an editor

for a Financial Times publication aimed at institutional investors. In

2013, Maaike switched careers, directing her attention to business

development and fundraising for purpose-driven organisations -

NGOs, impact investors and start-ups. Maaike is currently working as a

consultant in fundraising and communications for the World Wildlife

Fund as part of the Dutch Fund for Climate and Development She’s

trained to to go to the heart of the issue and look at it from the

different perspectives to ensure that all stakeholders are taken into

account in key decisions.

Liselotte Kooi was appointed as a member of the Foundation Board on

3 June 2021. Liselotte brings over 18 years of experience in corporate

and financial law. Working as senior associate at De Brauw Blackstone

Westbroek N.V. and other law firms in Amsterdam and New York,

Liselotte advised companies, investors, financial institutions and

investment funds on governance and M&A. She specialised in setting

up structures with a trust office for depositary receipts, issuing and

listing of financial instruments and in financial laws and regulations.

Since 2013 Liselotte has worked at Royal FrieslandCampina N.V., a large

Dutch dairy cooperative and multinational. As Director Group Legal and

Company Secretary she is responsible for governance, the legal and

financing structure of the company, including the compliance in

relation to the listing of hybrid bonds. Liselotte has been an EV driver

for many years and has a strong belief that electric vehicles charged

with renewable energy are the future. With her legal background and

experience in advising different types of stakeholders, she is

contributing to ensuring that the interests of all types of depositary

receipt holders are duly represented.

Members of the Supervisory Board

The Supervisory Board comprises the following members:

Name

Year of Birth

Position

Member since

End of current term

Nationality

Bart Lubbers

1965

Chairman

2019

2023

Dutch

Marije van Mens

1981

Vice-Chairman

2020

2024

Dutch

Nancy Kabalt

1974

Member

2021

2025

Dutch

Bart Lubbers is the chairman and a non-independent member of the

Supervisory Board. He is one of the founders of Fastned. Currently, he is

also a managing director of Breesaap B.V. which position he holds since

1995, and of Wilhelmina-Dok B.V. which position he holds since 1999.

Bart Lubbers worked in corporate finance at PwC and was a member of

the supervisory boards of Qwic, Epyon, Mercon Steel Structures B.V.,

Hotel Figi, and Metro Newspaper in the Netherlands (which he also

founded). Bart holds an MBA from the Rotterdam School of

Management and a Master’s degree in History from the University of

Utrecht in the Netherlands. Bart has been a member of the Supervisory

Board since 2019 and his current term will end in 2023. Bart can

contribute to Fastned from his more than ten years of experience in the

EV industry, especially in EV charging. His background in corporate

finance translates in a focus on finance, strategy and audit. As a

founder of Fastned and supporter of the energy transition his first

priorities are the mission and the continuity of the company.

Marije van Mens is an independent member and vice chairman of the

Supervisory Board. Marije started her career in strategy at the Boston

Consulting Group (BCG). She then worked at Marqt, a Dutch mission-

driven supermarket chain in scale-up phase, where she first led the

buying and merchandising department, and then became director of

the fresh food department. Since 2018, she has been working for the

city of Amsterdam. Her current position is Head of Education. She is

also a member of the supervisory board and chairman of the audit

committee of VPRO (a Dutch public broadcasting organisation). Marije

van Mens holds a master's degree in political science from the Vrije

Universiteit in Amsterdam and an MBA from Columbia Business School.

Marije brings experience managing a mission-driven scale-up and a

focus on strategy to Fastned.

Nancy Kabalt is an independent member of the Supervisory Board.

Nancy has been a driving force behind the energy transition for years,

which aligns with Fastned's mission. Nancy is working as an independent

entrepreneur and partner at Windkracht 5!, a consultancy company in the

energy sector. In addition, she fulfils various roles in organisations at the

heart of the energy transition. For example, Nancy is currently chair of

the Formula E team, a public-private partnership established by the

Dutch government to promote sustainable and zero emission mobility

with members such as BOVAG, RAI association, ANWB, Natuur & Milieu

and the Dutch Association for Sustainable Energy (NVDE). She is also a

member of the Board of the European Regional Development Fund

(ERDF), an EU Structural Fund aimed at promoting economic growth and

employment. Also she is a member of the general board of TKI Urban

Energy, a so-called Top Consortium for Knowledge and Innovation within

the Dutch energy industry, founded by the Dutch ministry of Economic

Affairs and Climate. Nancy is also a member of the Supervisory Boards of

NV Afvalzorg and heating company Ennatuurlijk. Nancy is a true

ambassador for electric driving. The realization of Fastned’ s mission is

essential for a successful transition to electric driving. She strongly

believe that electric vehicles charged with renewable energy are the

future. With her experience and background in the energy market and E-

mobility industry, and her strong commitment to the mission, she likes

to contribute to the development of Fastned. The ambition of Fastned to

accelerate the transition to sustainable mobility and to expand globally,

stakeholder management and complexity will become of increasing

importance.

In control and responsibility

statements

As stated in the Risk Management section of this report, the

Management Board recognises the importance of a formalised

approach towards risk management for a rapidly growing organisation

like Fastned. In practice this means that it is important to maintain the

right balance between formalised systems and procedures and the

informal hands-on approach that is necessary to further boost the

growth of the company. Fastned’s corporate culture and still relatively

small scale organisation allows for important ‘soft-control’ to mitigate

risks and fraud. Fastned has set-up a Risk & Control function in 2021

and aims to further develop its risk management policies in the

coming years.

The Management Board states, in accordance with best practice

provision 1.4.3. of the Dutch Civil Code, that:

•Despite that Fastned’s control environment is in a relatively early

stage of development and is maturing, we believe that it provides

reasonable assurance that the financial report does not contain

any material misstatements;

•Those systems provide reasonable assurance that the financial

report does not contain any material misstatements;

•In the current situation, based on the current cash position, the

opex and capex budget and the revenue projections, it is

appropriate for the financial report to be prepared on a going

concern basis; and

•The Management Board report discloses all material risks and

uncertainties that are relevant regarding the expectation as to the

continuity of Fastned for the 12-month period after the date of

issue of this Management Board report.

With reference to section 5.25c paragraph 2c of the Financial Markets

Supervision Act, the Management Board states that, to the best of its

knowledge:

•The annual financial statements give a true and fair view of the

assets, liabilities, financial position and loss of the company and

the undertakings included in the consolidation taken as a whole.

•The Management Board report provides a fair view of the

development and performance of the business and the position of

the company and the undertakings included in the consolidation

taken as a whole, together with a description of the principal risks

and uncertainties that the company faces.

Michiel Langezaal (CEO)

Victor van Dijk (CFO)

Non IFRS Measures

Fastned’s consolidated financial statements are prepared in

accordance with Part 9 of Book 2 of the Dutch Civil Code and the

International Financial Reporting Standards (IFRS) as adopted by the

European Union. Certain parts of Fastned’s Management Board report

contain non-IFRS financial measures and ratios (e.g operational

EBITDA) that are not recognised measures of financial performance or

liquidity under IFRS.

The non-IFRS financial measures presented are measures used by

management to monitor the underlying performance of the business

and operations and have therefore not been audited or reviewed.

Furthermore, they may not be indicative of the historical operating

results, nor are they meant to be predictive of future results.

These non-IFRS measures are presented because they are considered

important supplementary measures of Fastned’s performance.

Not all companies calculate non-IFRS financial measures in the same

manner or on a consistent basis. As a result, these measures and ratios

may not be comparable to measures used by other companies under

the same or similar names.

The table below provides an overview of the non-IFRS measures used

with their definitions.

Term

Definition

Network operation costs

Operating costs that are directly related to the stations, such as grid fees, rent and maintenance), as well as the indirect

operating costs that can be attributed to the ongoing operations of Fastned’s existing network, which primarily includes

salaries and other costs related to network operations, such as office rent, general costs, customer service and

administration.

Network expansion costs

Costs related to the expansion of Fastned’s network, which primarily includes costs for salaries and other overhead costs

related to network development, search and acquisition of new sites, location design, construction engineering, and IT

software development.

Operational EBITDA

Gross profit from revenues related to charging plus other operating income/(loss) less network operation costs less

exceptional items.

Operational EBITDA per station

Operational EBITDA divided by the average number of stations in operation during the period.

Exceptional items

Gains or losses arising one-time or infrequent events not directly related to normal station business including cost of

employee share based payments, disposal of fixed assets, or restructuring of activities.

Underlying company EBITDA

Earnings before interest, taxes, depreciation, amortisation, exceptional items and gross profit on station construction for

third parties

EBITDA

Earnings before interest, taxes, depreciation and amortisation

Underlying net profit

Net profit before exceptional items and before gross profit on station construction for third parties

ROIC

Operational EBITDA of a station divided by the initial investment of the station

Annualised

Measure or calculation converted from a short term to an annual rate.

The table below provides a reconciliation of non IFRS performance as defined on page 49, to the IFRS amounts reported in the financial statements.

The amounts shown in the total columns, with the exception of Operational EBITDA, are IFRS amounts.

€’000

2021

2020

Network

Expansion

D,A&P22

Exceptional

items

Total

Network

Expansion

D,A&P

Exceptional

items

Total

Revenue

12,352

—

114

12,466

6,253

—

637

6,890

Cost of sales

(3,620)

—

(127)

(3,747)

(1,081)

—

(642)

(1,723)

Gross Profit

8,732

—

(13)

8,719

5,172

—

(5)

5,167

Other operating income/

(loss)

—

Selling & distribution

expenses

(3,454)

—

(3,454)

(2,326)

—

(2,326)

Administrative expenses

(1,728)

(3,863)

(5,869)

(8,158)

(19,618)

(1,216)

(2,756)

(4,140)

(99)

(8,211)

Other operating expenses

(1,190)

(2,893)

—

(4,083)

(758)

(1,914)

—

(2,672)

Operational EBITDA

2,360

872

Operating profit / (loss)

2,360

(6,756)

(5,869)

(8,171)

(18,436)

872

(4,670)

(4,140)

(75)

(8,013)

Operational EBITDA per

station

Network operation costs

per EVSE

(11)

22 Depreciation, amortisation and provisions

Members of the management board

The Management Board comprises the following members:

Name

Year of Birth

Position

Member since

Nationality

Michiel Langezaal

1981

Chief Executive Officer

2012

Dutch

Niels Korthals Altes

1972

Chief Commercial Officer

2017

Dutch

Victor van Dijk

1979

Chief Financial Officer

2019

Dutch

Michiel Langezaal is the Company’s Chief Executive Officer (CEO) and

chairman of the Management Board and statutory director. He is one

of the founders of Fastned. Michiel has over 10 years of work

experience. Michiel is also the owner and managing director of Carraig

Aonair Holding B.V. Before the foundation of Fastned and his

appointment as CEO of the Company in 2012, Michiel was New

Business Developer at Epyon/ABB from 2010 to 2012. Before that, he

worked as a strategy consultant at A.T. Kearney from 2007 to 2010.

Michiel holds a Master’s degree (cum laude) in Mechanical engineering

from Delft University of Technology in the Netherlands.

Victor van Dijk is the Company’s Chief Financial Officer (CFO) and

statutory director of the Management Board. Before his appointment

as member of the Management Board of Fastned in 2019, Victor

worked at ING as Managing Director Debt Capital Markets (DCM)

where he had been responsible for corporate DCM in Germany,

Switzerland and Austria since 2012. Victor has over 14 years of work

experience in various positions at ING, in roles mainly focussed on

corporate funding and capital structuring.

Victor holds a Master’s degree in Civil Engineering from Delft

University of Technology in the Netherlands.

Niels Korthals Altes is the Company’s Chief Commercial Officer (CCO)

and a statutory director. Before his appointment as statutory director

of the Fastned in 2017, he already worked for Fastned as independent

consultant (from 2012 to 2013) and as CCO and Head of Funding (since

2013). Niels has over 22 years of work experience. Earlier in his career,

Niels was founder and director of Windcentrale B.V., director at

Climate Neutral Group B.V., and founder and managing director of

GreenSeat B.V. Before that, Niels had various marketing positions at

Unilever N.V. and he worked as a brand manager at DB Group in New

Zealand.

Niels holds an MBA from the Erasmus University Rotterdam in the

Netherlands.

Niels resigned from Fastned per 9 March 2022.

Table of Contents

Part 2 - Financial Statements

Consolidated statement of profit or loss

Consolidated statement of comprehensive income

Consolidated statement of financial position

Consolidated statement of changes in equity

Consolidated statement of cash flows

Notes to the consolidated financial statements

1. General information

2. Significant accounting policies

3. Significant accounting estimates, judgements and errors

4. Capital management

5. Group information

6. Revenue and segment information

7. Cost of sales

8. Other income/expense

9. Income tax

10. Earnings per share

11. Intangible assets

12. Property, plant and equipment

13. Right-of-use assets

103

14. Financial assets and financial liabilities

104

15. Trade and other receivables and prepayments

110

16. Cash

111

17. Issued capital and reserves

111

18. Trade and other payables

112

19. Lease liabilities

113

20. Provisions

113

21. Deferred revenues

113

22. Share-based payments

114

23. Commitments and contingencies

116

24. Related party disclosures

116

25. Key events post reporting date

118

26. Remuneration of auditors

119

27. Standards issued but not yet effective

119

Parent company financial statements

120

Parent company statement of profit or loss

120

Parent company statement of financial position

122

Notes to the parent company financial statements

123

28. Other expenses

123

29. Other Intangibles

124

30. Property plant and equipment

125

31. Right-of-use-assets

125

32. Investments in subsidiaries

127

33. Loans to and from subsidiaries

129

34. Loans to related parties

130

35. Trade and other receivables and prepayments

130

36. Cash

130

37. Trade and other payables

130

38. Lease Liabilities

131

39. Director's Remuneration

131

Signing of the financial statements

132

Other information

133

Independent Auditor’s Report

134

Cautionary statement

144

Consolidated

statement of

profit or loss

for the year ended 31 December

€’000

Notes

2021

2020

Revenue related to charging

12,352

6,253

Revenue from station construction as part of service

concessions

114

637

Revenue

12,466

6,890

Cost of sales related to charging

(3,621)

(1,081)

Cost of sales from station constr. as part of service

concessions

(126)

(642)

Cost of sales

(3,747)

(1,723)

Gross profit

8,719

5,167

Other operating income/(loss)

8.1

—

Selling and distribution expenses

(3,454)

(2,326)

Administrative expenses

8.2

(19,618)

(8,211)

Other operating expenses

8.3

(4,083)

(2,672)

Operating loss

(18,436)

(8,013)

Finance costs

8.4

(6,482)

(4,378)

Finance income

8.5

319

(10)

Loss before tax

(24,599)

(12,401)

Income tax expense

—

Loss for the year

(24,599)

(12,401)

Attributable to equity holders of the Group

(24,599)

(12,401)

Earnings per share (€/share)

Basis, loss for the year attributable to ordinary equity

holders of the Group

(1.48)

(0.84)

Diluted, loss for the year attributable to ordinary equity

holders of the Group

(1.48)

(0.84)

Consolidated

statement of

comprehensive

income

for the year ended 31 December

€’000

Notes

2021

2020

Loss for the year

(24,599)

(12,401)

Other comprehensive income :

(139)

Items that will be reclassified subsequently to

profit or loss

Exchange differences on translating foreign

operations

(139)

Total comprehensive income for the year, net of

tax

(24,738)

(12,376)

Attributable to equity holders of the Group

(24,738)

(12,376)

Consolidated

statement of

financial

position

as at 31 December

€’000

Notes

31 Dec 2021

31 Dec 2020

Non-current assets

Intangible assets

2,869

2,991

Property, plant and equipment

70,653

36,081

Right-of-use-assets

6,551

4,396

Non-current financial assets

14.2

1,370

1,374

81,443

44,842

Current assets

Current financial assets

14.2

—

Prepayments

1,602

393

Trade and other receivables

2,930

1,199

Cash and cash equivalents

128,591

33,850

133,160

35,442

Total assets

214,603

80,284

Equity

Share capital

171

150

Share premium

172,087

28,247

Legal reserves

543

434

Retained earnings

(63,592)

(46,903)

109,209

(18,072)

Non-current liabilities

Interest-bearing loans and

borrowings

14.3

74,717

86,559

Lease Liabilities

6,557

4,151

Provisions

5,247

2,368

Deferred revenues

355

386

86,876

93,464

Current liabilities

Trade and other payables

6,095

2,438

Interest-bearing loans and

borrowings

11,548

1,832

Lease Liabilities

875

622

18,518

4,892

Total liabilities

105,394

98,356

Total equity and

liabilities

214,603

80,284

Consolidated

statement of

changes in

equity

for the year ended 31 December

€’000

Issued capital

(Note 17)

Share premium

(Note 17)

Legal

reserves

Retained

earnings

Total

Attributable to equity holders

of the Group

As at 1 January 2021

150

28,247

434

(46,903)

(18,072)

Loss for the period

(24,599)

Other comprehensive income

(139)

Total comprehensive income

(24,738)

Reserve for software

development

109

(109)

—

Issuance of shares

143,840

143,861

Credit to equity for equity-

settled share based payments

8,158

Reversal of accrued costs for

issued capital

—

As at 31 December 2021

171

172,087

543

(63,592)

109,209

As at 1 January 2020

148

26,503

340

(34,524)

(7,533)

Loss for the period

(12,401)

Other comprehensive income

Total comprehensive income

(12,376)

Reserve for software

development

(94)

—

Issuance of shares

1,744

1,746

Credit to equity for equity-

settled share based payments

Reversal of accrued costs for

issued capital

—

As at 31 December 2020

150

28,247

434

(46,903)

(18,072)

Consolidated

statement of

cash flows

for the year ended 31 December

€’000

Notes

2021

2020

Operating activities

Loss before tax

(24,599)

(12,401)

Adjustments to reconcile loss before taxation to net cash provided by

operating activities :

Depreciation and amortization

8.2

5,869

4,141

Interest payable

8.4

6,409

4,320

Interest paid

13 & 14.4

(6,348)

(3,994)

Interest receivable

14.4

(123)

(80)

Interest received

14.4

(45)

—

Net (gain)/loss on sale of non-current assets

8.1

—

(29)

Net charge for provisions, less payments

2,879

302

Net charge for deferred revenue, less received

(31)

(69)

Share-based payments

8,158

Other non-cash items

(16)

137

Working capital adjustments:

Movement in trade and other receivables and prepayments

(3,155)

895

Movement in trade and other payables

1,023

(99)

Net cash flows from operating activities

(9,979)

(6,786)

Investing activities

Payments for property, plant and equipment and other intangible

assets

11, 12

(36,598)

(8,488)

Proceeds from sale of property, plant and equipment

—

Net cash flows used in investing activities

(36,598)

(8,488)

Financing activities

Proceeds from issuance of shares

Share premium received

152,294

1,744

Transaction costs relating to issuance of shares

(8,454)

(1,846)

Proceeds from borrowings

14.3

388

30,400

Receipts (repayments) of advances made to other parties

14.4

(2,514)

Repayment of lease liability principal

(278)

(572)

Net cash flows from / (used in) financing activities

141,457

29,772

Currency translation differences relating to cash and cash equivalents

(139)

Net increase in cash and cash equivalents

94,741

14,523

Cash and cash equivalents at 1 January

33,850

19,327

Cash and cash equivalents at 31 December

128,591

33,850

Notes to the consolidated

financial statements

1.General information

The principal activity of Fastned B.V. and subsidiaries (the Group)

consist of the exploitation of fast charging facilities for fully electric

cars.

The consolidated financial statements of the Group for the year ended

31 December 2021 were authorised for issue in accordance with a

resolution of the directors on 28 March 2022. Fastned B.V. is a limited

company incorporated and domiciled in the Netherlands (Kvk nr

54606179) and whose certificates are publicly traded on the trading

platform Euronext. The registered office is located at James

Wattstraat 77R in Amsterdam. The ultimate parent of the Group is the

FAST Foundation.

Information on the Group’s structure is provided in Note 5.

Information on other related party relationships of the Group is

provided in Note 24.

Statement of compliance with IFRS, financial position and going

concern assumption

These financial statements have been prepared in accordance with

International Financial Reporting Standards (IFRS) as adopted by the

European Union (EU). They have been prepared under the assumption

that the Group operates on a going concern basis.

As foreseen in the business plan and long-term forecasts, the Group

incurs losses during the first years of its operations. The deficits are

for a major part funded by borrowings as well as by issuance of

certificates of shares via FAST (Fastned Administratie Stichting). At

balance sheet date this resulted in an equity amounting to €109.1

million (2020: negative €(18.1) million) and a cash level of €128.6

million (2020: €33.9million).

Management monitors cash and liquidity forecasts on a continuous

basis, whereby a minimum desired cash level is to be maintained

throughout the forecast period. The liquidity forecast incorporates

current cash levels, revenue projections and a detailed capex and opex

budgets. Revenue projections are driven by the projected numbers of

BEVs on the road based on analyst forecasts and conservative

projections of Fastned’s market penetration (monthly unique

customers relative to the projected BEVs on the road) and kWh

charged per monthly customer. In the first part of the forecast period,

Fastned has the ability to reduce capital expenditure if necessary.

Management prepares detailed liquidity forecasts, which incorporate

the potential impact of Covid-19 related developments, which given

the uncertain nature and uncertain broader consequences of the

pandemic, are regularly updated. These forecasts reflect potential

scenarios and management plans23. Fastned had €128.6 million in cash

and cash equivalents per year end 2021.

Based on available information at the date of this report, the liquidity

forecasts for the upcoming 12 - 18 months show adequate funds

available for Fastned to continue as a going concern. As a result,

management is satisfied that a presentation of financial statements on

a going concern basis is appropriate.

2.Significant accounting policies

2.1Basis of accounting

These financial statements have been prepared in accordance with

International Financial Reporting Standards (IFRS) as adopted by the

European Union (EU) and also comply with the financial reporting

requirements included in Part 9 of Book 2 of the Dutch Civil Code.

The financial statements have been prepared on the historical cost

basis, except for for the following:

• certain financial assets and liabilities – measured at fair value.

• assets held for sale – measured at fair value less costs to sell.

Historical cost is generally based on the fair value of the consideration

given in exchange for goods and services.

The financial statements are presented in Euro’s and all values are

rounded to the nearest thousand euro (€’000), except where

otherwise indicated.

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

23 The same scenarios were used for impairment testing and are described in note 12.

participants at the measurement date, regardless of whether that

price is directly observable or estimated using another valuation

technique. In estimating the fair value of an asset or a liability, the

Group takes into account the characteristics of the asset or liability if

market participants would take those characteristics into account

when pricing the asset or liability at the measurement date. Fair value

for measurement and/or disclosure purposes in these consolidated

financial statements is determined on such a basis, except for share-

based payment transactions that are within the scope of IFRS 2,

leasing transactions that are within the scope of IFRS 16, and

measurements that have some similarities to fair value but are not fair

value, such as net realisable value in IAS 2 or value in use in IAS 36.

2.2Principal accounting policies

The principal accounting policies adopted are set out below.

a)Basis of consolidation

The consolidated financial statements incorporate the financial

statements of the Company and entities, including structured entities,

controlled by the Company (its subsidiaries) made up to 31 December

each year.

Control is achieved when the Company:

•has the power over the investee;

•is exposed, or has rights, to variable returns from its involvement

with the investee; and

•has the ability to use its power to affect its returns.

The Company reassesses whether or not it controls an investee if facts

and circumstances indicate that there are changes to one or more of

the three elements of control listed above.

When the Company has less than a majority of the voting rights of an

investee, it considers that it has power over the investee when the

voting rights are sufficient to give it the practical ability to direct the

relevant activities of the investee unilaterally. The Company considers

all relevant facts and circumstances in assessing whether or not the

Company’s voting rights in an investee are sufficient to give it power,

including:

•the size of the Company’s holding of voting rights relative to the

size and dispersion of holdings of the other vote holders;

•potential voting rights held by the Company, other vote holders

or other parties;

•rights arising from other contractual arrangements; and

•any additional facts and circumstances that indicate that the

Company has, or does not have, the current ability to direct the

relevant activities at the time that decisions need to be made,

including voting patterns at previous shareholders’ meetings.

Consolidation of a subsidiary begins when the Company obtains

control over the subsidiary and ceases when the Company loses

control of the subsidiary. Specifically, the results of subsidiaries

acquired or disposed of during the year are included in profit or loss

from the date the Company gains control until the date when the

Company ceases to control the subsidiary.

Where necessary, adjustments are made to the financial statements of

subsidiaries to bring the accounting policies used into line with the

Group’s accounting policies.

All intra group assets and liabilities, equity, income, expenses and cash

flows relating to transactions between the members of the Group are

eliminated on consolidation.

Non-controlling interests in subsidiaries are identified separately from

the Group’s equity therein. Those interests of non-controlling

shareholders that are present ownership interests entitling their

holders to a proportionate share of net assets upon liquidation may

initially be measured at fair value or at the non-controlling interests’

proportionate share of the fair value of the acquiree’s identifiable net

assets. The choice of measurement is made on an acquisition-by-

acquisition basis. Other non-controlling interests are initially

measured at fair value. Subsequent to acquisition, the carrying amount

of non-controlling interests is the amount of those interests at initial

recognition plus the non-controlling interests’ share of subsequent

changes in equity.

Profit or loss and each component of other comprehensive income are

attributed to the owners of the Company and to the non-controlling

interests. Total comprehensive income of the subsidiaries is

attributed to the owners of the Company and to the non-controlling

interests even if this results in the non-controlling interests having a

deficit balance.

Changes in the Group’s interests in subsidiaries that do not result in a

loss of control are accounted for as equity transactions. The carrying

amount of the Group’s interests and the non-controlling interests are

adjusted to reflect the changes in their relative interests in the

subsidiaries. Any difference between the amount by which the non-

controlling interests are adjusted and the fair value of the

consideration paid or received is recognised directly in equity and

attributed to the owners of the Company.

When the Group loses control of a subsidiary, the gain or loss on

disposal recognised in profit or loss is calculated as the difference

between (i) the aggregate of the fair value of the consideration

received and the fair value of any retained interest and (ii) the previous

carrying amount of the assets (including goodwill), less liabilities of

the subsidiary and any non-controlling interests. All amounts

previously recognised in other comprehensive income in relation to

that subsidiary are accounted for as if the Group had directly disposed

of the related assets or liabilities of the subsidiary (i.e. reclassified to

profit or loss or transferred to another category of equity as required/

permitted by applicable IFRS Standards). The fair value of any

investment retained in the former subsidiary at the date when control

is lost is regarded as the fair value on initial recognition for

subsequent accounting under IFRS 9 when applicable, or the cost on

initial recognition of an investment in an associate or a joint venture.

b)Investments in associates and joint ventures

An associate is an entity over which the Group has significant

influence and that is neither a subsidiary nor an interest in a joint

venture. Significant influence is the power to participate in the

financial and operating policy decisions of the investee but is not

control or joint control over those policies.

A joint venture is a joint arrangement whereby the parties that have

joint control of the arrangement have rights to the net assets of the

joint arrangement. Joint control is the contractually agreed sharing of

control of an arrangement, which exists only when decisions about the

relevant activities require unanimous consent of the parties sharing

control.

The results and assets and liabilities of associates or joint ventures are

incorporated in these financial statements using the equity method of

accounting, except when the investment is classified as held for sale,

in which case it is accounted for in accordance with IFRS 5.

Under the equity method, an investment in an associate or a joint

venture is recognised initially in the consolidated statement of

financial position at cost and adjusted thereafter to recognise the

Group’s share of the profit or loss and other comprehensive income of

the associate or joint venture. When the Group’s share of losses of an

associate or a joint venture exceeds the Group’s interest in that

associate or joint venture (which includes any long-term interests

that, in substance, form part of the Group’s net investment in the

associate or joint venture), the Group discontinues recognising its

share of further losses. Additional losses are recognised only to the

extent that the Group has incurred legal or constructive obligations or

made payments on behalf of the associate or joint venture.

An investment in an associate or a joint venture is accounted for using

the equity method from the date on which the investee becomes an

associate or a joint venture. On acquisition of the investment in an

associate or a joint venture, any excess of the cost of the investment

over the Group’s share of the net fair value of the identifiable assets

and liabilities of the investee is recognised as goodwill, which is

included within the carrying amount of the investment. Any excess of

the Group’s share of the net fair value of the identifiable assets and

liabilities over the cost of the investment, after reassessment, is

recognised immediately in profit or loss in the period in which the

investment is acquired.

The requirements of IAS 36 are applied to determine whether it is

necessary to recognise any impairment loss with respect to the

Group’s investment in an associate or a joint venture. When necessary,

the entire carrying amount of the investment (including goodwill) is

tested for impairment in accordance with IAS 36 as a single asset by

comparing its recoverable amount (higher of value in use and fair value

less costs of disposal) with its carrying amount. Any impairment loss

recognised is not allocated to any asset, including goodwill that forms

part of the carrying amount of the investment. Any reversal of that

impairment loss is recognised in accordance with IAS 36 to the extent

that the recoverable amount of the investment subsequently

increases.

The Group discontinues the use of the equity method from the date

when the investment ceases to be an associate or a joint venture.

When the Group retains an interest in the former associate or a joint

venture and the retained interest is a financial asset, the Group

measures the retained interest at fair value at that date and the fair

value is regarded as its fair value on initial recognition in accordance

with IFRS 9. The difference between the carrying amount of the

associate or a joint venture at the date the equity method was

discontinued, and the fair value of any retained interest and any

proceeds from disposing of a part interest in the associate or a joint

venture is included in the determination of the gain or loss on disposal

of the associate or joint venture. In addition, the Group accounts for all

amounts previously recognised in other comprehensive income in

relation to that associate on the same basis as would be required if

that associate had directly disposed of the related assets or liabilities.

Therefore, if a gain or loss previously recognised in other

comprehensive income by that associate or joint venture would be

reclassified to profit or loss on the disposal of the related assets or

liabilities, the Group reclassifies the gain or loss from equity to profit

or loss (as a reclassification adjustment) when the associate or joint

venture is disposed of.

When the Group reduces its ownership interest in an associate or a

joint venture but the Group continues to use the equity method, the

Group reclassifies to profit or loss the proportion of the gain or loss

that had previously been recognised in other comprehensive income

relating to that reduction in ownership interest if that gain or loss

would be reclassified to profit or loss on the disposal of the related

assets or liabilities.

When a Group entity transacts with an associate or a joint venture of

the Group, profits and losses resulting from the transactions with the

associate or joint venture are recognised in the Group’s consolidated

financial statements only to the extent of interests in the associate or

joint venture that are not related to the Group.

The Group applies IFRS 9, including the impairment requirements, to

long-term interests in an associate or joint venture to which the equity

method is not applied and which form part of the net investment in the

investee. Furthermore, in applying IFRS 9 to long-term interests, the

Group does not take into account adjustments to their carrying

amount required by IAS 28 (i.e. adjustments to the carrying amount of

long-term interests arising from the allocation of losses of the

investee or assessment of impairment in accordance with IAS 28).

c)Cash flow

The Company has chosen to prepare the statement of cash flows using

the indirect method, which presents cash flows from operating

activities as the income from continuing operations adjusted for non-

cash transactions, deferrals or accruals of past or future operating

cash receipts or payments, and items of income or expense

associated with investing or financing cash flows. Cash flows in

foreign currencies have been translated using weighted average

periodic exchange rates. Interest paid and interest received are

classified as operating cash flows. Lease payments for short-term

leases, lease payments for leases of low-value assets and variable lease

payments not included in the measurement of the lease liability are

classified as cash flows from operating activities.

d)Revenue recognition

The Group recognises revenue from the following major sources:

•Sales of electricity after the deduction of discounts and sales

taxes

•Other revenues such as service revenues from maintaining and

operating the stations for city or provincial area authorities, and

revenue from sales of renewable energy units (hernieuwbare

brandstofeenheden).

•Revenue from construction service arrangements where Fastned

constructs, transfers and operates charging stations for public

sector bodies.

Sales of electricity

Fastned supplies electricity to owners of electric vehicles who use

either the Fastned app, a charge card, or credit/debit bank card.

Revenue is recognised when control of the electricity has transferred,

being at the point the customer charges at a Fastned station. Payment

of the transaction price is due according to the terms applying to the

payment method (Fastned app, charge card, bank card) used by the

customer purchasing the electricity. Price is allocated to each

individual charging transaction. Revenue from sale of electricity is

recognized at the point in time the customer has charged at a Fastned

station.

Fastned offers customers the choice of paying a standard price per

kWh, or subscribing to a Fastned price plan with a monthly fee and

reduced price per kWh. Monthly fee revenue is recognized in the

relevant accounting month.

Maintenance fees

Fastned operates and maintains three stations from the Municipality

of The Hague and chargers from Fastned Terra 1 B.V. Performance

obligations are satisfied by operating and maintaining the stations

and chargers. Fees are charged as set out in the service contract.

Prices are adjusted annually for inflation indexation. Price is allocated

over the period related to the maintenance service contract.

Maintenance fee revenue is recognised over the time related to the

associated performance obligation.

Sales of Renewable energy units

Fastned's policy is to sell renewable energy units in the same period as

the underlying kWh are sold to charging customers. Revenue is

recognised when Fastned satisfies its performance obligation by

transferring the promised goods (HBEs) to the purchaser. The price at

which a HBE is sold is dependent on the supply and demand of HBE

credits to the market. Revenue is recognised when there is a sale

agreement between Fastned and buyer.

Revenue from station construction as part of service concessions

Under certain contractual arrangements, Fastned constructs or

upgrades charging station infrastructure (construction or upgrade

services) used to provide a public service and operates and maintains

that charging station infrastructure (operation services) for a specified

period of time. Fastned satisfies its performance obligation by

transferring the ownership of charging stations to the customer.

Fastned charges the construction of charging stations according to

the terms in the contract. Fastned will recognize a contract asset for

any work performed. Any amount previously recognized as contract

asset is reclassified to trade receivables at the point at which it is

invoiced to the customer. If the payment exceeds the revenue

recognized to date under cost-to-cost method then the Group

recognizes a contract liability for the difference. Price is allocated

based on the percentage of completion of the construction contract.

Revenue from construction of charging stations is recognised over

time on a cost-to-cost method, i.e. based on the proportion of

contract costs incurred for work performed to date relative to the

estimated total contract costs. The directors consider that this input

method is an appropriate measure of the progress towards complete

satisfaction of these performance obligations under IFRS 15.

e)Leases (Group as lessee)

The Group assesses whether a contract is or contains a lease, at

inception of the contract. The Group recognises a right-of-use asset

and a corresponding lease liability with respect to all lease

arrangements in which it is the lessee, except for short-term leases

(defined as leases with a lease term of 12 months or less) and leases of

low value assets (such as office equipment). For these leases, the

Group recognises the lease payments as an operating expense on a

straight-line basis over the term of the lease unless another

systematic basis is more representative of the time pattern in which

economic benefits from the leased assets are consumed.

The lease liability is initially measured at the present value of the lease

payments that are not paid at the commencement date, discounted by

using the rate implicit in the lease. If this rate cannot be readily

determined, the Group uses its incremental borrowing rate.

Lease payments included in the measurement of the lease liability

comprise:

•Fixed lease payments (including in-substance fixed

payments), less any lease incentives receivable;

•Variable lease payments that depend on an index or rate,

initially measured using the index or rate at the

commencement date;

•The amount expected to be payable by the lessee under

residual value guarantees;

•The exercise price of purchase options, if the lessee is

reasonably certain to exercise the options; and

•Payments of penalties for terminating the lease, if the lease

term reflects the exercise of an option to terminate the lease.

The lease liability is presented as a separate line in the consolidated

statement of financial position.

The lease liability is subsequently measured by increasing the carrying

amount to reflect interest on the lease liability (using the effective

interest method) and by reducing the carrying amount to reflect the

lease payments made.

The Group remeasures the lease liability (and makes a corresponding

adjustment to the related right-of-use asset) whenever:

•The lease term has changed or there is a significant event or

change in circumstances resulting in a change in the

assessment of exercise of a purchase option, in which case the

lease liability is remeasured by discounting the revised lease

payments using a revised discount rate.

•The lease payments change due to changes in an index or rate

or a change in expected payment under a guaranteed residual

value, in which cases the lease liability is remeasured by

discounting the revised lease payments using an unchanged

discount rate (unless the lease payments change is due to a

change in a floating interest rate, in which case a revised

discount rate is used).

•A lease contract is modified and the lease modification is not

accounted for as a separate lease, in which case the lease

liability is remeasured based on the lease term of the modified

lease by discounting the revised lease payments using a

revised discount rate at the effective date of the modification.

The right-of-use assets comprise the initial measurement of the

corresponding lease liability, lease payments made at or before the

commencement day, less any lease incentives received and any initial

direct costs. They are subsequently measured at cost less

accumulated depreciation and impairment losses.

Whenever the Group incurs an obligation for costs to dismantle and

remove a leased asset, restore the site on which it is located or restore

the underlying asset to the condition required by the terms and

conditions of the lease, a provision is recognised and measured under

IAS 37. To the extent that the costs relate to a right-of-use asset, the

costs are included in the related right-of-use asset.

Right-of-use assets are depreciated over the shorter period of lease

term and useful life of the underlying asset. If a lease transfers

ownership of the underlying asset or the cost of the right-of-use asset

reflects that the Group expects to exercise a purchase option, the

related right-of-use asset is depreciated over the useful life of the

underlying asset. The depreciation starts at the commencement date

of the lease.

The right-of-use assets are presented as a separate line in the

consolidated statement of financial position.

The Group applies IAS 36 to determine whether a right-of-use asset is

impaired and accounts for any identified impairment loss as described

in the ‘Property, Plant and Equipment’ policy.

Variable rents that do not depend on an index or rate are not included

in the measurement of the lease liability and the right-of-use asset.

The related payments are recognised as an expense in the period in

which the event or condition that triggers those payments occurs and

are included in the line “Selling and Distribution expenses” in profit or

loss.

As a practical expedient, IFRS 16 permits a lessee not to separate non-

lease components, and instead account for any lease and associated

non-lease components as a single arrangement. Fastned has elected

to adopt this expedient for leases of transformers (where the lessor is

responsible for maintenance and repair services) and office leases

(including service costs).

f)Lease (Group as Lessor)

The Group enters into lease agreements as a lessor with respect to

parts of its charging stations for commercial spaces to retailers.

Leases for which the Group is a lessor are classified as finance or

operating leases. Whenever the terms of the lease transfer

substantially all the risks and rewards of ownership to the lease, the

contract is classified as a finance lease. All other are classified as

operating leases.

When the Group is an intermediate lessor, it accounts for the head

lease and the sub-lease as two separate contracts. The sub-lease is

classified as a finance or operating lease by reference to the right-of-

use asset arising from the head lease.

Rental income from operating leases is recognised on a straight-line

basis over the term of the relevant lease. Initial direct costs incurred in

negotiating and arranging an operating lease are added to the

carrying amount of the leased asset and recognised on a straight-line

basis over the lease term.

Amounts due from lessees under finance leases are recognised as

receivables at the amount of the Group’s net investment in the leases.

Finance lease income is allocated to accounting periods so as to

reflect a constant periodic rate of return on the Group’s net

investment outstanding in respect of the leases.

Subsequent to initial recognition, the Group regularly reviews the

estimated unguaranteed residual value and applies the impairment

requirements of IFRS 9, recognising an allowance for expected credit

losses on the lease receivables.

Finance lease income is calculated with reference to the gross carrying

amount of the lease receivables, except for credit-impaired financial

assets for which interest income is calculated with reference to their

amortised cost (i.e. after a deduction of the loss of allowance.

When a contract includes both lease and non-lease components, the

Group applies IFRS 15 to allocate the consideration under the contract

to each component.

g)Foreign currencies

Items included in the financial statements of each of the group’s

entities are measured using the currency of the primary economic

environment in which the entity operates (‘the functional currency’).

The consolidated financial statements are presented in Euro's, which

is Fastned B.V.'s functional and presentation currency.

In preparing the financial statements of the Group entities,

transactions in currencies other than the entity’s functional currency

(foreign currencies) are recognised at the rates of exchange prevailing

on the dates of the transactions. At each reporting date, monetary

assets and liabilities that are denominated in foreign currencies are

retranslated at the rates prevailing at that date. Non-monetary items

carried at fair value that are denominated in foreign currencies are

translated at the rates prevailing at the date when the fair value was

determined. Non-monetary items that are measured in terms of

historical cost in a foreign currency are not retranslated. Exchange

differences are recognised in profit or loss in the period in which they

arise.

For the purpose of presenting consolidated financial statements, the

assets and liabilities of the Group’s foreign operations are translated

at exchange rates prevailing on the reporting date. Income and

expense items are translated at the average exchange rates for the

period, unless exchange rates fluctuate significantly during that

period, in which case the exchange rates at the date of transactions

are used. Exchange differences arising, if any, are recognised in other

comprehensive income and accumulated in a foreign exchange

translation reserve (attributed to non-controlling interests as

appropriate).

On the disposal of a foreign operation (i.e. a disposal of the Group’s

entire interest in a foreign operation, or a disposal involving loss of

control over a subsidiary that includes a foreign operation or a partial

disposal of an interest in a joint arrangement or an associate that

includes a foreign operation of which the retained interest becomes a

financial asset), all of the exchange differences accumulated in a

foreign exchange translation reserve in respect of that operation

attributable to the owners of the company are reclassified to profit or

loss.

In addition, in relation to a partial disposal of a subsidiary that includes

a foreign operation that does not result in the Group losing control

over the subsidiary, the proportionate share of accumulated exchange

differences are re-attributed to non-controlling interests and are not

recognised in profit or loss. For all other partial disposals (i.e. partial

disposals of associates or joint arrangements that do not result in the

Group losing significant influence or joint control), the proportionate

share of the accumulated exchange differences is reclassified to profit

or loss.

Goodwill and fair value adjustments arising on the acquisition of a

foreign entity are treated as assets and liabilities of the foreign entity

and translated at the closing rate. Exchange differences arising are

recognised in other comprehensive income.

h)Borrowing costs

Borrowing costs directly attributable to the acquisition, construction

or production of qualifying assets, which are assets that necessarily

take a substantial period of time to get ready for their intended use or

sale, are added to the cost of those assets, until such time as the

assets are substantially ready for their intended use or sale.

All other borrowing costs are recognised in profit or loss in the period

in which they are incurred.

i)Government grants

Government grants are not recognised until there is reasonable

assurance that the Group will comply with the conditions attaching to

them and that the grants will be received.

Government grants are recognised in profit or loss on a systematic

basis over the periods in which the Group recognises as expenses the

related costs for which the grants are intended to compensate.

Specifically, government grants whose primary condition is that the

Group should purchase, construct or otherwise acquire non-current

assets (including property, plant and equipment) are recognised

within property, plant and equipment in the consolidated statement of

financial position and transferred to profit or loss on a systematic and

rational basis over the useful lives of the related assets.

Government grants that are receivable as compensation for expenses

or losses already incurred or for the purpose of giving immediate

financial support to the Group with no future related costs are

recognised in profit or loss in the period in which they become

receivable.

j)Retirement and termination benefit costs

Payments to defined contribution retirement benefit plans are

recognised as an expense when employees have rendered service

entitling them to the contributions. Payments made to state-managed

retirement benefit plans are accounted for as payments to defined

contribution plans where the Group’s obligations under the plans are

equivalent to those arising in a defined contribution retirement

benefit plan.

k)Short-term and other long-term employee benefits

A liability is recognised for benefits accruing to employees in respect

of wages and salaries, annual leave and sick leave in the period the

related service is rendered at the undiscounted amount of the benefits

expected to be paid in exchange for that service.

Liabilities recognised in respect of short-term employee benefits are

measured at the undiscounted amount of the benefits expected to be

paid in exchange for the related service.

Liabilities recognised in respect of other long-term employee benefits

are measured at the present value of the estimated future cash

outflows expected to be made by the Group in respect of services

provided by employees up to the reporting date.

l)Taxation

The income tax expense represents the sum of the tax currently

payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year.

Taxable profit differs from net profit as reported in profit or loss

because it excludes items of income or expense that are taxable or

deductible in other years and it further excludes items that are never

taxable or deductible. The Group’s liability for current tax is calculated

using tax rates that have been enacted or substantively enacted by the

end of the reporting period.

A provision is recognised for those matters for which the tax

determination is uncertain but it is considered probable that there will

be a future outflow of funds to a tax authority. The provisions are

measured at the best estimate of the amount expected to become

payable. The assessment is based on the judgement of tax

professionals within the Company supported by previous experience

in respect of such activities and in certain cases based on specialist

independent tax advice.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on

differences between the carrying amounts of assets and liabilities in

the financial statements and the corresponding tax bases used in the

computation of taxable profit, and is accounted for using the liability

method. Deferred tax liabilities are generally recognised for all taxable

temporary differences and deferred tax assets are recognised to the

extent that it is probable that taxable profits will be available against

which deductible temporary differences can be utilised. Such assets

and liabilities are not recognised if the temporary difference arises

from the initial recognition of goodwill or from the initial recognition

(other than in a business combination) of other assets and liabilities in

a transaction that affects neither the taxable profit nor the accounting

profit. In addition, a deferred tax liability is not recognised if the

temporary difference arises from the initial recognition of goodwill.

Deferred tax liabilities are recognised for taxable temporary

differences arising on investments in subsidiaries and associates, and

interests in joint ventures, except where the Group is able to control

the reversal of the temporary difference and it is probable that the

temporary difference will not reverse in the foreseeable future.

Deferred tax assets arising from deductible temporary differences

associated with such investments and interests are only recognised to

the extent that it is probable that there will be sufficient taxable profits

against which to utilise the benefits of the temporary differences and

they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each

reporting date and reduced to the extent that it is no longer probable

that sufficient taxable profits will be available to allow all or part of the

asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in

the period when the liability is settled or the asset is realised based on

tax laws and rates that have been enacted or substantively enacted at

the reporting date.

The measurement of deferred tax liabilities and assets reflects the tax

consequences that would follow from the manner in which the Group

expects, at the end of the reporting period, to recover or settle the

carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when there is a legally

enforceable right to set off current tax assets against current tax

liabilities and when they relate to income taxes levied by the same

taxation authority and the Group intends to settle its current tax

assets and liabilities on a net basis.

Where tax treatments are uncertain, if it is considered probable that a

taxation authority will accept the group's proposed tax treatment,

income taxes are recognized consistent with the group's income tax

filings. If it is not considered probable, the uncertainty is reflected

within the carrying amount of the applicable tax asset or liability using

either the most likely amount or an expected value, depending on

which method better predicts the resolution of the uncertainty.

Current tax and deferred tax for the year

Current and deferred tax are recognised in profit or loss, except when

they relate to items that are recognised in other comprehensive

income or directly in equity, in which case, the current and deferred

tax are also recognised in other comprehensive income or directly in

equity respectively. Where current tax or deferred tax arises from the

initial accounting for a business combination, the tax effect is

included in the accounting for the business combination.

m)Property, plant and equipment

Plant, machinery, fixtures and fittings are stated at cost less

accumulated depreciation and accumulated impairment loss.

Depreciation is recognised so as to write off the cost or valuation of

assets (other than freehold land and properties under construction)

less their residual values over their useful lives, using the straight-line

method, on the following bases:

Charging stations and technical installations

6.66% per year/ 15 year or

12.5% per year/ 8 years

Transformers

3.33% per year/ 30 years

Other operating assets

20% per year/ 5 years

The estimated useful lives, residual values and depreciation method

are reviewed at the end of each reporting period, with the effect of any

changes in estimate accounted for on a prospective basis.

Right-of-use assets are depreciated over the shorter period of the

lease term and the useful life of the underlying asset. If a lease

transfers ownership of the underlying asset or the cost of the right-of-

use asset reflects that the Group expects to exercise a purchase

option, the related right-of-use asset is depreciated over the useful

life of the underlying asset.

An item of property, plant and equipment is derecognised upon

disposal or when no future economic benefits are expected to arise

from the continued use of the asset. The gain or loss arising on the

disposal or retirement of an asset is determined as the difference

between the sales proceeds and the carrying amount of the asset and

is recognised in profit or loss.

n)Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately

are carried at cost less accumulated amortisation and accumulated

impairment losses. Amortisation is recognised on a straight-line basis

over their estimated useful lives. The estimated useful life and

amortisation method are reviewed at the end of each reporting period,

with the effect of any changes in estimate being accounted for on a

prospective basis. Intangible assets with indefinite useful lives that are

acquired separately are carried at cost less accumulated impairment

losses.

o)Internally-generated intangible assets – software

development expenditure

Expenditure on software development activities is recognised as an

expense in the period in which it is incurred.

An internally-generated intangible asset arising from development (or

from the development phase of an internal project) is recognised if,

and only if, all of the following conditions have been demonstrated:

•the technical feasibility of completing the intangible asset so that

it will be available for use or sale;

•the intention to complete the intangible asset and use or sell it;

•the ability to use or sell the intangible asset;

•how the intangible asset will generate probable future economic

benefits;

•the availability of adequate technical, financial and other

resources to complete the development and to use or sell the

intangible asset; and

•the ability to measure reliably the expenditure attributable to the

intangible asset during its development.

The amount initially recognised for internally-generated intangible

assets is the sum of the expenditure incurred from the date when the

intangible asset first meets the recognition criteria listed above.

Where no internally-generated intangible asset can be recognised,

development expenditure is recognised in profit or loss in the period

in which it is incurred.

Subsequent to initial recognition, internally-generated intangible

assets are reported at cost less accumulated amortisation and

accumulated impairment losses, on the same basis as intangible

assets that are acquired separately.

In accordance with the Dutch Civil Code and statutory requirements in

other countries, legal reserves have to be established in certain

circumstances. The Group has a legal reserve for its internally-

generated software. Legal reserves are not available for distribution to

the Group’s shareholders.

p)Derecognition of intangible assets

An intangible asset is derecognised on disposal, or when no future

economic benefits are expected from use or disposal. Gains or losses

arising from derecognition of an intangible asset, measured as the

difference between the net disposal proceeds and the carrying

amount of the asset, are recognised in profit or loss when the asset is

derecognised.

q)Trademarks

Trademarks are measured initially at purchase cost and are

amortised on a straight-line basis over their estimated lives.

r)Impairment of property, plant and equipment and intangible

assets excluding goodwill

At each reporting date, the Group reviews the carrying amounts of its

property, plant and equipment and intangible assets to determine

whether there is any indication that those assets have suffered an

impairment loss. If any such indication exists, the recoverable amount

of the asset is estimated to determine the extent of the impairment

loss (if any). Where the asset does not generate cash flows that are

independent from other assets, the Group estimates the recoverable

amount of the cash-generating unit to which the asset belongs. When

a reasonable and consistent basis of allocation can be identified,

corporate assets are also allocated to individual cash-generating

units, or otherwise they are allocated to the smallest group of cash-

generating units for which a reasonable and consistent allocation

basis can be identified.

Intangible assets with an indefinite useful life are tested for

impairment at least annually and whenever there is an indication at the

end of a reporting period that the asset may be impaired.

Recoverable amount is the higher of fair value less costs of disposal

and value in use. In assessing value in use, the estimated future cash

flows are discounted to their present value using a pre-tax discount

rate that reflects current market assessments of the time value of

money and the risks specific to the asset for which the estimates of

future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is

estimated to be less than its carrying amount, the carrying amount of

the asset (or cash-generating unit) is reduced to its recoverable

amount. An impairment loss is recognised immediately in profit or

loss, unless the relevant asset is carried at a revalued amount, in which

case the impairment loss is treated as a revaluation decrease and to

the extent that the impairment loss is greater than the related

revaluation surplus, the excess impairment loss is recognised in profit

or loss.

Where an impairment loss subsequently reverses, the carrying amount

of the asset (or cash-generating unit) is increased to the revised

estimate of its recoverable amount, but so that the increased carrying

amount does not exceed the carrying amount that would have been

determined had no impairment loss been recognised for the asset (or

cash-generating unit) in prior years. A reversal of an impairment loss is

recognised immediately in profit or loss to the extent that it eliminates

the impairment loss which has been recognised for the asset in prior

years. Any increase in excess of this amount is treated as a revaluation

increase.

s)Financial instruments

Financial assets - Classification and measurement

The Group classifies its financial assets in the following measurement

categories:

•those to be measured subsequently at fair value (either through

OCI or through profit or loss)

•those to be measured at amortised cost.

The classification depends on the entity’s business model for

managing the financial assets and the contractual terms of the cash

flows.

Financial assets - Recognition and derecognition

Regular purchases and sales of financial assets are recognised on the

trade-date, the date on which the Group commits to purchase or sell

the asset. Financial assets are derecognised when the rights to receive

cash flows from the financial assets have expired or have been

transferred and the Group has transferred substantially all the risks

and rewards of ownership.

Financial assets - Measurements

At initial recognition the Group measures a financial asset at its fair

value plus, in the case of a financial asset not at fair value through

profit or loss, transaction costs that are directly attributable to the

acquisition of the financial asset. Transaction costs of financial assets

carried at fair value through profit or loss are expensed in profit or

loss.

Debt instruments

Subsequent measurement of debt instruments depends on the

Group’s business model for managing the asset and the cash flow

characteristics of the asset. There are three measurement categories

into which the Group classifies its debt instruments:

•Amortised cost

•Fair value through profit or loss

•Fair value through other comprehensive income.

The Group only has financial assets at amortised cost and makes no

use of derivative financial instruments.

Amortised cost

Assets that are held for collection of contractual cash flows where

those cash flows represent solely payments of principal and interest

are measured at amortised cost. Interest income from these financial

assets is included in finance income using the effective interest rate

method. Any gain or loss arising on derecognition is recognised

directly in profit or loss and presented in other gains/losses together

with foreign exchange gains and losses.

Financial assets - Impairment

The Group assesses on a forward looking basis the expected credit

losses associated with its debt instruments carried at amortised cost.

The Group has no trade receivables nor amounts due from customers

for contract work including a significant finance component and is

therefore required to apply the simplified approach under IFRS 9, in

which the credit losses are measured using a lifetime expected loss

allowance for all trade receivables and amounts due from customers

for contract work. Information about the Group’s exposure to credit

risk and measurement of impairment losses for trade receivables is

included in Note 15.

Financial liabilities - Recognition and measurement

Financial liabilities are recognised when the Group becomes a party to

the contractual provisions of the financial instrument.

The Group has financial liabilities measured at amortised cost. The

Group may also issue financial guarantees, see below; it makes no use

of other types of derivative financial instruments.

Financial liabilities at amortised cost

Financial liabilities at amortised cost include trade and other payables

and long-term debt. Trade and other payables and long-term debt are

initially recognised at fair value equalling the amount required to be

paid, less, when material, a discount to reduce the payables to fair

value. Subsequently, trade and other payables and long-term debt are

measured at amortised cost using the effective interest method. Trade

and other payables are classified as current liabilities due to their short

term nature, except for maturities greater than 12 months after the end

of the reporting period. These are classified as non-current liabilities.

Financial liabilities - Derecognition

The Group derecognises a financial liability when its contractual

obligations are discharged or cancelled, or expire. On derecognition

of a financial liability, the difference between the carrying amount

extinguished and the consideration paid (including any non-cash

assets transferred or liabilities assumed) is recognised in the income

statement.

The Group also derecognises a financial liability when its terms are

modified and the cash flows of the modified liability are substantially

different, in which case a new financial liability based on the modified

terms is recognised at fair value. However, when the cash flows of the

modified liability are not substantially different, the Group (i)

recalculates the amortised cost of the modified financial liability by

discounting the modified contractual cash flows using the original

effective interest rate and (ii) recognises any adjustment in the income

statement.

Financial guarantees

Financial guarantee contracts are recognised as a financial liability at

the time the guarantee is issued. The liability is initially measured at

fair value and subsequently at the higher of:

• the amount determined in accordance with the expected credit loss

model under IFRS 9 Financial Instruments, and

• the amount initially recognised less, where appropriate, the

cumulative amount of income recognised in accordance with the

principles of IFRS 15 Revenue from Contracts with Customers.

The fair value of financial guarantees is determined based on the

present value of the difference in cash flows between the contractual

payments required under the debt instrument and the payments that

would be required without the guarantee, or the estimated amount

that would be payable to a third party for assuming the obligations.

Where guarantees in relation to loans or other payables of associates

are provided for no compensation, the fair values are accounted for as

contributions and recognised as part of the cost of the investment.

Offsetting financial instruments

Financial assets and liabilities are offset and the net amount reported

in the balance sheet when there is a legally enforceable right to offset

the recognised amounts and there is an intention to settle on a net

basis or realise the asset and settle the liability simultaneously. The

Group does not have any legally enforceable right to offset the

recognised amounts in the balance sheet.

t)Provisions

Provisions are recognised when the Group has a present obligation

(legal or constructive) as a result of a past event, it is probable that the

Group will be required to settle that obligation and a reliable estimate

can be made of the amount of the obligation. The Group records

provisions for decommissioning costs of charging stations, see note

20 for details.

The amount recognised as a provision is the best estimate of the

consideration required to settle the present obligation at the

reporting date, taking into account the risks and uncertainties

surrounding the obligation. Where a provision is measured using the

cash flows estimated to settle the present obligation, its carrying

amount is the present value of those cash flows (when the effect of the

time value of money is material).

When some or all of the economic benefits required to settle a

provision are expected to be recovered from a third party, a receivable

is recognised as an asset if it is virtually certain that reimbursement

will be received and the amount of the receivable can be measured

reliably.

u)Deferred revenue

The Group operates a Founders club through which early large

investors in Fastned have the right to charge their EV’s at Fastned for

free, i.e.. at a 100% discount on the regular price for the rest of their

lives. This right is a material right, and the promise to provide the 100%

discount to the Founders is therefore a separate future performance

obligation for which deferred income is recognised in the balance

sheet.

Fastned allocates the transaction price to the performance obligation

based on a relative stand-alone selling price basis, including an

estimate of the future performance required by the customer. Revenue

is recognized when electricity is supplied to the customer and the

performance obligation is satisfied.

v)Share-based payments

Share-based payment transactions of the Group

Equity-settled share-based payments to employees and others

providing similar services are measured at the fair value of the equity

instruments at the grant date. The fair value excludes the effect of

non-market-based vesting conditions. Details regarding the

determination of the fair value of equity-settled share-based

transactions are set out in note 22.

The fair value determined at the grant date of the equity-settled share-

based payments is expensed on a straight-line basis over the vesting

period, based on the Group’s estimate of the number of equity

instruments that will eventually vest. At each reporting date, the Group

revises its estimate of the number of equity instruments expected to

vest as a result of the effect of non-market-based vesting conditions.

The impact of the revision of the original estimates, if any, is

recognised in profit or loss such that the cumulative expense reflects

the revised estimate, with a corresponding adjustment to reserves.

2.4New or revised Standards or Interpretations adopted as at 1

January 2021

The amendments listed below do not have any effect on the Group's

consolidated financial statements:

•Amendments to IFRS 9, IAS 39 and IFRS 7, Interest Rate

Benchmark Reform

•Amendment to IFRS 16, Leases - Covid 19 related concessions -

The Group did not apply the optional exemption and accounted

for rent concessions in accordance with IFRS 16

Certain new accounting standards and interpretations have been

published that are not mandatory for 31 December 2021 reporting

periods and have not been early adopted by the group. These

standards are not expected to have a material impact on the entity in

the current or future reporting periods and on foreseeable future

transactions.

3.Significant accounting estimates,

judgements and errors

In applying the Group’s accounting policies, which are described in

note 2, the directors are required to make judgements (other than

those involving estimations) that have a significant impact on the

amounts recognised and to make estimates and assumptions about

the carrying amounts of assets and liabilities that are not readily

apparent from other sources. The estimates and associated

assumptions are based on historical experience and other factors that

are considered to be relevant. Actual results may differ from these

estimates.

The estimates and underlying assumptions are reviewed on an

ongoing basis. Revisions to accounting estimates are recognised 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.

Other disclosures relating to the Group’s exposure to risks and

uncertainties include:

•Capital management (see Note 4)

•Financial risk management objectives and policies (see Note

14.6)

•Sensitivity analyses disclosures (see Note 12)

Judgements in applying the Group’s accounting policies

The following are the critical judgements, apart from those involving

estimations (which are presented separately below), that the

management have made in the process of applying the Group’s

accounting policies and that have the most significant effect on the

amounts recognised in financial statements.

Capitalisation of internally developed software

Distinguishing the research and development phases of software

projects and determining whether the recognition requirements for

the capitalisation of its development costs are met requires

judgement. After capitalisation, management monitors whether the

recognition requirements continue to be met and whether there are

any indicators that capitalised costs may be impaired.

Taxes

Deferred tax assets are recognised for unused tax losses to the extent

that it is probable that taxable profit will be available against which the

losses can be utilised. Significant management judgement is required

to determine the amount of deferred tax assets that can be

recognised, based upon the likely timing and the level of future taxable

profits together with future tax planning strategies.

At year-end 2021, the Group has € 41.4 million (2020: €35.0 million) of

tax losses in the Netherlands which are available for offsetting against

future taxable profits in the period 2021-2027, and € 11.6 million of tax

losses (2020:€4.9 million) arising in other countries. Due to

uncertainty about size and timing of future profits the directors have

determined not to recognise deferred tax assets on the tax losses

carried forward.

If the Group would recognise all unrecognised deferred tax assets,

profit and equity would have increased by approximately €13.6 million

depending on the timing of the utilisation of the tax losses. Further

details on taxes are disclosed in Note 9.

Estimates and assumptions

The key assumptions concerning the future and other key sources of

estimation regarding uncertainty at the reporting date that have a

significant risk of causing a material adjustment to the carrying

amounts of assets and liabilities within the next financial year are

described below. The directors have based their assumptions and

estimates on parameters available when the financial statements were

prepared. Existing circumstances and assumptions about future

developments, however, may change due to market changes or

circumstances arising that are beyond the control of the Group. Such

changes are reflected in the assumptions when they occur.

Property, plant and equipment – depreciation and expected useful

lives

To determine the useful life of assets, estimates and assumptions are

required. Management used market data, supplier specifications and

its experience with the equipment to establish these estimates.

Acquisitions

Tangible and intangible assets acquired in an acquisition (business or

asset acquisition) are stated at fair value, as determined at the date of

the acquisition. To determine the fair value at the acquisition date,

estimates and assumptions are required. The valuation of the

identifiable assets involves estimates of expected sales, earnings and/

or future cash flows and require use of key assumptions such as

discount rate and growth rates.

Impairment of non-financial assets

Impairment exists when the carrying value of an asset or cash

generating unit exceeds its recoverable amount, which is the higher of

its fair value less costs of disposal and its value in use. The fair value

less costs of disposal calculation is based on available data from

binding sales transactions, conducted at arm’s length for similar

assets less incremental costs for disposing of the asset. The value in

use calculation is based on a DCF model. The cash flows are derived

from the budget for the next five years and do not include

restructuring activities that the Group is not yet committed to or

significant future investments that will enhance the asset’s

performance of the cash-generating-unit (CGU) being tested. The

recoverable amount is sensitive to the discount rate used for the DCF

model as well as the expected future cash-inflows and the growth rate

used for extrapolation purposes. The key assumptions to determine

whether an impairment is necessary or not are disclosed and further

explained in Note 12.

Impairment of financial assets

Impairment of financial assets exists when the counterparty is not able

to meet its obligations under a financial instrument or customer

contract, leading to a financial loss for the Group. The Group has a loan

outstanding with Fastned Terra 1 B.V. (see Note 14.2) and has evaluated

whether this loan needs to be impaired. Based on expected future

cash flows of the entity and the revenue share from Fastned B.V. , the

directors have determined that it is not necessary to impair the loan.

Provision for decommissioning

Under the rental agreements with the Dutch Rijksvastgoedbedrijf and

with various other landlords for the land of the charging stations, the

Group has recognised a provision for decommissioning obligations. In

determining the present value of the expected cash outflow of the

provision, assumptions and estimates are made in relation to discount

rates, the expected cost to dismantle and remove the charging station

from the site and the expected timing of those costs. The carrying

amount of the provision as at 31 December 2021 was €5.2 million

(2020: €2.4 million). The Group estimates that the costs would be

realised after expiration of the rental contract and calculates the

provision using the DCF method based on the following assumptions:

•Estimated cost of removal : €3-33 thousand depending on the

size of the station

•Inflation of 1.9 (2020: 1.7%)

•Discount rate of -0.05% (2020: 0.39%)

If the estimated pre-tax discount rate used in the calculation had

been 1% higher than management’s estimate, the carrying amount of

the provision would have been €510,000 lower. If the estimated

inflation had been 1% higher than management's estimate, the

carrying amount of the provision would have been €568,000 higher.

Fastned Founders Club deferred income

In May 2015, Fastned launched the Fastned Founders Club. This is a

special group of investors who have invested a minimum of €25,000 in

the first primary issuance of shares through NPEX or a minimum of

€50,000 in the primary issuance of shares through Nxchange in April -

May 2016.

In return, these early investors can charge for free at Fastned stations

for the rest of their lives as long as they hold these Fastned

certificates. The Group has recognised deferred income for the

estimated kWh to be charged by these Founders. In determining the

amount of the deferred income, assumptions and estimates are made

in relation to the amount of kWh the Founders will charge, the

discount rates, the expected cost of electricity and the expected

timing of those costs. The carrying amount of deferred income as at 31

December 2021 was €194,000 (2020: €190,000). The Group estimates

that the income will be realised in 18.5 years’ time as the average age of

the Founders is 56.5 and that 60% of the Founders have a fully electric

vehicle and will charge 35% of the time at Fastned stations.

Share-based compensation

We use the fair value method of accounting for share options granted

to employees to measure the cost of employee services received in

exchange for the stock-based awards. The fair value of stock option

awards is estimated using the Hull-White option-pricing model, see

note 22. The option-pricing model requires inputs such as the risk-

free interest rate, expected term and expected volatility. These inputs

are subjective and generally require significant judgment.

COVID-19 impact

The COVID-19 pandemic affected the Company’s results, balance

sheet and cash flows presented in these consolidated financial

statements. The impact of the pandemic on significant accounting

policies is disclosed below.

Use of estimates

The preparation of these consolidated financial statements requires

management to make a number of estimates and assumptions that

affect the reported amounts of assets and liabilities, revenues and

expenses, and the disclosure of contingent assets and liabilities

which, by definition, will seldom equal the actual results. The Company

regularly updates its significant assumptions and estimates. In relation

to this, COVID-19 primarily impacted the following areas.

Impairment testing

Impairment testing of Property, Plant and Equipment of Cash-

generating units (CGUs) incorporated the effects of COVID-19 on the

economic environment in various scenarios. For all of the CGUs

tested, the recoverable amounts are in excess of their carrying

amounts and no impairment was recognized, see note 12 for further

information.

Income taxes

COVID-19 and the resulting changes in the economic environment did

not affect whether deferred tax assets are realizable and, therefore,

recognized in the balance sheet.

4.Capital management

The Group’s capital management covers issued capital, share premium

and all other equity reserves attributable to the equity holders of the

Group. The objective of capital management is to realise our mission

and secure financial flexibility to maintain long-term business

operations. Ensuring liquidity and limiting financial risks are key

components of our financial policy and set the framework for capital

management.

The Group manages its capital structure and makes adjustments in

light of changes in economic conditions. To maintain or adjust the

capital structure, the Group may adjust the dividend payment to

shareholders, return capital to shareholders or issue new shares or

other financial instruments.

Fastned B.V. has not paid any dividends since its incorporation. The

Group expects to retain all earnings, if any, generated by Fastned’s

operations for the development and growth of its business and does

not anticipate paying any dividends to shareholders in the foreseeable

future. Fastned is currently not profitable. The Group’s dividend policy

will be reviewed and may be amended from time to time taking into

account Fastned’s earnings, cash flow, financial condition, capital

expenditure requirements and other factors considered important by

the Board of Directors.

Fastned only invests in new stations when financing is in place for such

an investment. The Group has secured financing for its operations

through issuance of equity (see Note 17) and new bonds (see Note

14.3). See also the going concern assumption under the Statement of

Directors' responsibilities and Note 1.

No changes were made in the objectives, policies or processes for

managing capital during the years ended 31 December 2021 and 2020.

5.Group information

The consolidated financial statements of the Group include:

Name

Principal activities

Country of incorporation

% equity

2021

2020

Fastned Verwaltungsgesellschaft mbH

General partner Fastned Deutschland GmbH & Co KG

Germany

100

Fastned Deutschland GmbH & Co KG

Construction and operating charging stations

Germany

100

Fastned UK Ltd

Construction and operating charging stations

United Kingdom

100

Fastned Belgie BV

Construction and operating charging stations

Belgium

100

Fastned France SAS

Construction and operating charging stations

France

100

Fastned Switzerland AG

Construction and operating charging stations

Switzerland

100

Fastned Products BV

Currently Inactive

Netherlands

100

Fastned Beheer BV

Management services

Netherlands

100

The Fast Charging Network BV

Construction and operating charging stations

Netherlands

100

Fastned Terra 2 BV

Commercial operation of chargers at charging stations

Netherlands

100

Fastned B.V. has a cooperation agreement with Fastned Terra 1 B.V. in

which it is agreed that Fastned B.V. will operate chargers owned by

Fastned Terra 1 B.V. at Fastned B.V. locations in return for a revenue

share.

Fastned Beheer B.V. performs administrative, financial, commercial

and technical management of fast chargers owned by Fastned Terra 1

B.V..

Since Fastned B.V. does not have rights giving the ability to direct the

activities of Fastned Terra 1 B.V., nor the ability to affect its returns,

Fastned Terra 1 B.V. is not consolidated in the Group’s financial

statements.

Shares in Fastned B.V. are held by FAST (Fastned Administratie

Stichting), Amsterdam.

The board of directors of Fastned B.V. consist of Michiel Langezaal,

Victor van Dijk and Niels Korthals Altes.

The supervisory board of Fastned B.V. consists of Bart Lubbers

(chairman), Marije van Mens and Nancy Kabalt.

Own holding as % of total outstanding

certificates of shares

2021

2020

Wilhelmina-Dok B.V. (Bart Lubbers)

43.8

50.2

Carraig Aonair Holding B.V. (Michiel Langezaal)

26.3

30.1

Niels Korthals Altes

0.4

0.5

6.Revenue and segment information

Revenue

The Group’s revenue disaggregated by type of good or service is as

follows:

€’000

Timing of revenue

recognition

2021

2020

Revenues related to

charging:

Sales of electricity

Goods transferred at

a point in time

10,350

5,311

Other revenues relating to

charging:

Sales of renewable

energy units

Goods transferred at

a point in time

1,819

659

Maintenance fees and

other revenue

Services transferred

over time

183

283

Station construction as part

of service concessions

Goods transferred

over time

114

637

Total revenue

12,466

6,890

Revenue from station construction as part of service concessions

relates to a public tender in the UK, where Fastned won a contract to

construct seven charging stations in the North East of England and

deliver these to the contracting party, and to operate these stations

for a further period. During the years of operation of the stations, there

are no charges made to Fastned for use of the locations (rent), the

assets (depreciation) and financing (interest).

Other operating revenues comprise maintenance fees, sales of

Renewable Energy Units (HBEs) and other revenue.

Segmental reporting

The chief operating decision-maker ('CODM'), who is responsible for

allocating resources and assessing the performance of the operating

segments, has been identified as the Company’s CEO, CFO and COO.

The CODM examines the Group’s performance on a geographical basis

with six operating segments identified, being the Netherlands,

Germany, United Kingdom, Belgium, Switzerland and France.

The business activity of the six operating segments is location

acquisition and efficient construction and operation of Fastned

charging stations. Revenues are earned from sale of electricity to EV

drivers, plus other revenues from sales of renewable energy units and

maintenance fees. The activities in each of the operating segments are

similar in nature in terms of service offered, and they operate under

the same EU regulatory environment (although not a EU member, the

regulatory environment in CH & UK is broadly similar to that of EU

countries). The EV charging market is not sufficiently developed for

long term margins in each of the countries to be known with any

certainty, however currently Fastned management expects the same

trends and growth patterns to develop in each country even though

each is at a different stage in terms of EV adoption. Given the limited

size of the operating segments in the United Kingdom, Belgium,

Switzerland and France these have been presented together as one

reportable segment (Other Europe).

Interest income and finance cost are not allocated to segments, as this

type of activity is centrally managed.

Sales between segments are made at prices that approximate market

prices, and not significant. Sales to external customers are based on

the location of the group subsidiary where the sale is made.

The CODM of Fastned primarily uses EBITDA as an alternative performance measure to monitor operating segment results and performance. Total

revenues, EBITDA per reporting segment and segment assets are as follows:

€’000

2021

Other Europe

Total Group

Segment revenues

10,949

1,028

375

12,352

Other reconciling items - station construction as part of service

concessions

114

Total revenue

10,949

1,028

489

12,466

EBITDA

(6,372)

(2,349)

(3,846)

(12,567)

Reconciliation of EBITDA to profit/(loss) before tax

EBITDA

(6,372)

(2,349)

(3,846)

(12,567)

Depreciation and amortization

(4,757)

(774)

(338)

(5,869)

Finance costs

(6,482)

Finance income

319

Profit/(loss) before taxation

(24,599)

Segment assets

Non-current assets

51,661

15,147

14,672

81,480

€’000

2020

Other Europe

Total Group

Segment revenues

5,889

349

6,253

Other reconciling items - station construction as part of service

concessions

—

637

Total revenue

5,889

349

652

6,890

EBITDA

(1,232)

(1,020)

(1,620)

(3,872)

Reconciliation of EBITDA to profit/(loss) before tax

EBITDA

(1,232)

(1,020)

(1,620)

(3,872)

Depreciation and amortization

(3,465)

(566)

(110)

(4,141)

Finance costs

(4,378)

Finance income

(10)

Profit/(loss) before taxation

(12,401)

Segment assets

Non-current assets

35,201

8,100

1,541

44,842

________________________

2 Non current assets excludes intercompany balances eliminated on consolidation.

Disaggregation of revenue

In the following tables, revenue is disaggregated by revenue type, by

country and based on the timing of revenue recognition:

€’000

Timing of

revenue

recognition

2021

2020

Type of goods and service

Sales of electricity

Goods

transferred at

a point of

time

10,350

5,311

Other revenues related to

charging:

Sales of renewable energy units

Goods

transferred at

a point of

time

1,819

659

Maintenance fees and other

revenue

Service

transferred

over time

183

283

Station construction as part of

service concessions

Goods

transferred

over time

114

637

Total revenue

12,466

6,890

€’000

2021

2020

Geographical markets

The Netherlands

10,949

5,889

Germany

1,028

349

Other Europe

489

652

Total revenue

12,466

6,890

Entity-wide information

The Group operates in six countries. There are no customers that

account for 10% or more of revenue as at December 31, 2021 and 2020.

7.Cost of sales

€’000

2021

2020

Cost of sales

Sales of electricity

3,621

1,081

Station construction as part of service

concessions

126

642

Total cost of sales

3,747

1,723

8.Other income/expense

8.1Other operating income/expense

€’000

2021

2020

Other income/(expense)

Total other operating income

—

8.2Administrative expenses

€’000

2021

2020

Wages and salaries

12,619

3,144

Depreciation of property, plant and equipment

4,636

3,268

Depreciation of right-of-use-assets

865

670

Social security costs

826

540

Pension costs

304

227

Amortization of intangible assets

368

203

Other

159

Total administrative expenses

19,618

8,211

In 2021 the average number of employees of the Group was 76 (2020 :

55).

Wages and salaries in 2021 include €8.16 million for the fair value of

options awarded to personnel under Fastned Option Plans (2020 : €91

thousand) , see note 22.

In 2020 wages and salaries includes €152 thousand subsidy received

from the Noodmaatregel Overbrugging voor behoud van

Werkgelegenheid (NOW). This is a subsidy offered by the Dutch

government to assist companies affected by COVID-19.

Pensions and other post-employment benefits

The Group operates defined contribution pension plans which require

contributions made to separately administered funds arranged for

staff in the Netherlands, UK. The cost of providing contributions under

the defined contribution plans is limited to the amount that the Group

agreed to contribute to the fund. Contributions are expensed as

incurred and presented in the statement of profit or loss. The assets

and liabilities of such plans are not included in the balance sheet of the

Group.

Fastned does not (yet) operate a company pension plan for staff in

Germany, Belgium, Switzerland and France. Pension arrangements for

these staff are made through contributions to insurance schemes and

through the state pensions funded by social security contributions.

These costs are expensed as incurred and presented in the statement

of profit or loss.

8.3Other operating expenses

€’000

2021

2020

Advisory costs

2,042

923

General costs

1,312

749

Marketing costs

380

764

Office costs

193

145

Car expenses

156

Total other operating expenses

4,083

2,672

8.4Finance costs

€’000

2021

2020

Interest on debts and borrowings

5,919

3,959

Interest expense on lease liabilities

490

361

Bank charges

Other interest expenses

Total finance costs

6,482

4,378

8.5Finance income

€’000

2021

2020

Interest and bank charges

Foreign exchange gains/(losses) charged to the

income statement

250

(94)

Total finance income

319

(10)

9.Income tax

9.1Deferred tax

Deferred tax relates to the following:

Statement of financial

position

Statement of profit or loss

€’000

2021

2020

2021

2020

Losses available for

offsetting against

future taxable

income

—

Total deferred tax/

(benefit)

—

Reconciliation of deferred tax liabilities, net:

€’000

2021

2020

As of 1 January:

—

Tax income/(expense)

during the period

recognised in profit or

loss

—

As at 31 December

—

The Group offsets tax assets and liabilities if and only if it has a legally

enforceable right to set off current tax assets and current tax liabilities

and the deferred tax assets and deferred tax liabilities relate to income

taxes levied by the same tax authority.

In the Netherlands as at year-end 2021, the Group has €41.4 million

(2020: €35.0 million) of accumulated tax losses that are available for

offsetting against future taxable profits. New Dutch tax loss utilization

rules were substantively enacted in 2021 and result in an indefinite loss

carry-forward period as of 1 January 2022. However, losses can only be

fully deducted on an annual basis up to an amount of EUR 1 million plus

50% of the taxable profit that exceeds EUR 1 million.

Outside the Netherlands, accumulated tax losses were approximately

€5.7m in Germany (2020:€3.0m), €2.8m in UK (2020:€1.4m), €0.9m in

Belgium (2020:€0.4m), and €1.3m in France (2020:€0.2m) and €0.9m

in Switzerland (2020:€0.3m). Tax losses in Germany, UK, Belgium and

France may be carried forward without time limitation. Tax losses in

Switzerland may be carried forward for 7 years.

Due to uncertainty about size and timing of future profits, the Group

has determined that it can not recognise deferred tax assets on the tax

losses carried forward. See also Note 3.

Accumulated tax losses by country

Tax year

2013

2014

2015

2016

2017

2018

2019

2020

2021*

Total

Netherlands

€’000

768

2,234

3,767

4,977

4,946

5,647

6,074

6,282

6,741

41,436

Expiring

n/a

Germany

€’000

—

349

1,383

1,232

2,730

5,694

Expiring

n/a

€’000

—

162

618

599

1,444

2,823

Expiring

n/a

Belgium

€’000

—

198

204

518

922

Expiring

n/a

France

€’000

—

159

1,138

1,300

Expiring

n/a

Switzerland

€’000

—

257

643

900

Expiring

2026

2027

2028

Total

€’000

768

2,234

3,767

4,977

4,946

6,160

8,276

8,733

13,214

53,075

*Estimate, not finalised.

The applicable tax rate in 2021 in the Netherlands is 15% over the first

€245,000 and 25% over the remainder of the profit. From 2022 the

first €395,000 will be taxed at 15% and 25.8% over the remainder of the

profit. Applicable tax rates outside the Netherlands are 30% in

Germany, 19% in the UK, 25% in Belgium, 26.5% in France in 2021 and

28% in 2020, and 14.9% in Switzerland in 2021 and 14.8% in 2020.

Due to the tax loss realised in 2021 and previous years for which no

deferred tax asset is recognised in the statement of financial position,

the Group’s effective tax rate is nil (2020: nil).

10.Earnings per share

The combined earnings per share calculations are based on the average

number of share units (certificates) representing the certificates in

issue during the period. In calculating diluted earnings per share and

earnings per share adjustment is made to the number of shares for the

share options of personnel (Note 22).

As the conversion rights are anti-dilutive, diluted EPS is the same as

basic EPS.

Earnings per share (€)

2021

2020

Basic earnings per share

(1.48)

(0.84)

Diluted earnings per share

(1.48)

(0.84)

Calculation of average

number of share units

2021

2020

Weighted average

number of shares

16,668,691

14,851,359

Effects of dilution from:

- Share options of

personnel

544,589

630,329

Diluted number of shares

17,213,280

15,481,688

Calculation of earnings (€’000)

2021

2020

Net profit

(24,599)

(12,401)

Net profit attributable to shareholders’ equity

(24,599)

(12,401)

11.Intangible assets

The Group’s other intangible assets comprise site licences & permits,

trademarks and internally developed software. Details of the carrying

amounts are as follows:

€’000

2021

2020

Site licences &

permits

Internally developed

software

Trademarks

Total

Site licences

& permits

Internally

developed

software

Trademarks

Total

Gross carrying

amount

As of 1 January:

2,589

549

3,221

—

366

—

366

Additions

—

238

246

2,589

183

2,855

Disposal

—

As at 31 December

2,589

787

3,467

2,589

549

3,221

Amortisation and

impairment

As of 1 January:

(104)

(115)

(11)

(230)

—

(26)

—

(26)

Amortisation

(222)

(129)

(17)

(368)

(104)

(89)

(11)

(204)

As at 31 December

(326)

(244)

(28)

(598)

(104)

(115)

(11)

(230)

At 31 December Net

Book Value

2,263

543

2,869

2,485

434

2,991

Additions of site licences and permits relates to the purchase of The

Fast Charging Network B.V. on 1 July 2020.

12.

12.Property, plant and equipment

€’000

Construction in

progress

Charging stations and

technical installations

Other

equipment

Total

Cost

At 1 January 2020

4,530

32,318

742

37,590

Additions

8,190

489

8,771

Reversals

Disposals

(87)

—

(87)

Transfer

(8,371)

8,371

—

At 31 December 2020

4,262

41,178

834

46,274

Additions

36,256

2,694

263

39,213

Disposals

(92)

—

(92)

Transfer

(28,229)

28,229

—

At 31 December 2021

12,289

72,009

1,097

85,395

Depreciation and impairment

At 1 January 2020

—

(6,485)

(440)

(6,925)

Depreciation charge for the year

—

(3,167)

(101)

(3,268)

Reversals

—

At 31 December 2020

—

(9,652)

(541)

(10,193)

Depreciation charge for the year

—

(4,515)

(121)

(4,636)

Disposals

At 31 December 2021

—

(14,080)

(662)

(14,742)

Net book value

At 31 December 2020

4,262

31,526

293

36,081

At 31 December 2021

12,289

57,929

435

70,653

Assets under construction amounting to €36.256 million (2020: 8.190

million) mainly consists of machinery, equipments and furnishings to

charging stations.

Transfer movements mainly includes transfers of finished works to

charging stations amounting to €28.229 million (2020: €8.371 million)

from construction in progress to charging stations.

As part of the purchase of The Fast Charging Network B.V. on 1 July

2020, tangible assets at charging stations with a cost of € 261

thousand were acquired. With the purchase of Fastned Terra 2 B.V. on

1 August 2020, tangible fixed assets at charging stations with a cost of

€ 184 thousand were acquired.

Additions in 2021 are net of a grant of €41 thousand received from the

German Ministry of Transport & Digital Infrastructure (2020: €322

thousand). and €94 thousand DKTI subsidy received from the

Netherlands Enterprise Agency (2020: €365 thousand).

100

Capitalised borrowing costs

Due to the short term of building time of the charging stations, no

interest is capitalised as it is not deemed material. The amount of

borrowing costs capitalised during the year ended 31 December 2021

was Nil (2020: Nil).

Impairment assessment

IAS 36 Impairment of Assets requires entities to perform an

impairment test (i.e., estimate the recoverable amount of the affected

cash generating unit (CGU) at the end of each reporting period when

there is any indication that the cash generating unit may be impaired.

Fasted has defined CGU’s based on the geographic area where

charging stations are located. In 2021 the Board of Directors

identified CGU’s as the Netherlands, Germany, Belgium, United

Kingdom, Switzerland and France.

A cash-generating unit is the smallest identifiable group of assets that

generates cash inflows that are largely independent of the cash

inflows from other assets or groups of assets. Individual Fastned

stations are not seen as generating independent cash inflows due to:

•The importance of the Fastned brand, station design, and network

with national coverage.

•Substitution between stations, i.e., if a site is closed customers

will divert to the next closest site or next on-route site. The

market for Fastned is EV drivers travelling longer distances on/

close to motorway attracted to a network of sites with good

geographical coverage.

•Management performance monitoring and allocation of available

capex budget is determined on a country level.

•Furthermore, there are shared cash outflows for costs of shared

infrastructure (centralized purchasing, customer support and

systems).

Management has determined the recoverable amount of property, plant

and equipment and right of use assets (see note 13) as at 31 December

2021 by assessing their value in use. No impairment was identified.

The impairment test performed was based on a balanced scenario. Given

future uncertainties related to Covid and market development, this

scenario was sensitized using an upside and a downside scenario. The

weighting attached to these scenarios was 30%:40%:30% for the upside,

balanced and downside scenarios respectively. If this weighting were

changed such that the likelihood of the Downside scenario was increased

to 100%, and the Balanced and Upside reduced to 0% then an impairment

would still not be required for any CGU except for the German CGU. For

the German CGU if the likelihood of the downside scenario was increased

above 60% and the others reduced to below 20%, then an impairment will

be required.

Key assumptions underlying the calculation of recoverable amount are

shown in the table below.

101

Impairment test

assumptions

Scenario

BEVs on road as % of total

passenger car fleet at year

end.

All

2021:2.7%

2021:1.3%

2021:0.9%

2021:1.2%

2021:1.7%

2021:1.1%

Downside

2026:8.8%

2026:7.3%

2026:6.8%

2026:5.3%

2026:7.3%

2026:4.1%

Balanced

2026:10.8%

2026:9.3%

2026:8.7%

2026:6.6%

2026:9.1%

2026:5.3%

Upside

2026:11.3%

2026:9.8%

2026:9.2%

2026:7.1%

2026:9.6%

2026:5.9%

Average kWh/session

estimated for assets in

current condition

All

2021: 19.6

2021: 28.5

2021: 25.4

2021: 25.7

2021: 23.5

2021: 27.1

Downside

2026: 23.2

2026: 32.6

2026: 23.2

2026: 24.2

2026: 23.2

2026: 32.6

Balanced

2026: 26.5

2026: 37.2

2026: 26.5

2026: 27.6

2026: 26.5

2026: 37.2

Upside

2026: 29.8

2026: 41.9

2026: 29.8

2026: 28.3

2026: 29.8

2026: 41.9

Structural reduction in kms

driven/car compared to

pre Covid periods.

Downside

20%

Balanced

10%

Upside

Cost of electricity

Downside

Cost price per kWh reduces to 50% above 2021 average from Q2-2022 onwards

Balanced

Cost price per kWh reduces to 25% above 2021 average from Q2-2022 onwards

Upside

Cost price per kWh returns 2021 average from Q2-2022 onwards;

Pre-tax discount rate

All

15%

•The number of fully electric vehicles on the road

Fastned’s management’s view of the most reasonable and

supportable estimate of the number of BEVs in the Netherlands is

based on estimates provided by an independent market analyst.

Slower sales of BEVs (e.g., possibly due to fiscal changes) may

result in fewer BEVs on the road and subsequently in lower

demand for fast charging. A decreased demand can lead to a

decline in revenues..

•Driving patterns and market share assumptions

BEV drivers have a choice between charging at home, at the

office, at public slow charging poles, or at fast charging stations

along the highway and high traffic urban areas. How customer

behaviour will develop is still unclear and will have an impact on

potential revenues of Fastned, but management expects that the

share of fast charging will increase. Changes in customer

behaviour following the pandemic are still unclear and will have an

impact on potential revenues of Fastned. Management expects

that there will be some reduction in driving due to more

homeworking.

•Electricity prices

Estimates are based on past actual prices as an indicator of future

price movements. Recent price increases are expected to return

to lower levels later in 2022. Following the increase in electricity

prices in the second half of 2021, Fastned increased its sales

prices to protect margins. Going forward, management expects

that Fastned will be able to maintain a stable margin. If the cost

price of renewable electricity were to increase due to unforeseen

factors and Fastned were unable to increase its sales prices then

this would negatively impact the Group’s margins.

•Discount rates

When calculating Value in Use, IFRS requires companies to use a

rate that reflects current market assessments of the time value of

102

money and the risks specific to the asset is the return that

investors would require if they were to choose an investment that

would generate cash flows of amounts, timing and risk profile

equivalent to those that the entity expects to derive from the

asset. Following an analysis of risks and market conditions,

including rates for comparable peer entities, and making use of

the widely known CAPM model, a pre-tax discount rate of 15%

(2020:20%) was computed and has been applied. No impairment

would be required unless the pre-tax discount rate applied were

to be increased above 16.75% (German CGU), 21.50% (Swiss

CGU), 24% (French CGU) and 25% for the Dutch and UK CGUs.

•Growth rate estimates

Management recognises that the speed of technological change

and the possibility of new entrants can have a significant impact

on the number of customer visits to Fastned charging stations

and consequently on revenue growth. The trend increase in kWh

charged per session is expected to continue due to

improvements in battery technology, new car models with a

longer driving range, and charger technology.

13.Right-of-use assets

€’000

Office

Building

Land

Charging

stations

and

equipment

Vehicles

Total

Cost

At 1 January 2020

1,218

1,228

1,016

535

3,997

Additions

230

332

815

188

1,565

At 31 December 2020

1,448

1,560

1,831

723

5,562

Additions

758

720

1,048

499

3,025

At 31 December 2021

2,206

2,280

2,879

1,222

8,587

Depreciation and impairment

At 1 January 2020

(207)

(56)

(84)

(150)

(497)

Depreciation charge for the year

(234)

(88)

(147)

(200)

(669)

At 31 December 2020

(441)

(144)

(231)

(350)

(1,166)

Depreciation charge for the year

(279)

(98)

(229)

(259)

(865)

Exchange adjustments

(4)

—

(1)

(5)

At 31 December 2021

(724)

(242)

(460)

(610)

(2,036)

Net book value

At 31 December 2020

1,007

1,416

1,600

373

4,396

At 31 December 2021

1,482

2,038

2,419

612

6,551

Fastned acquired as part of the purchase of The Fast Charging

Network B.V. on 1 July 2020 right of use assets at charging stations

with a cost of € 137 thousand.

The Group leases assets including buildings, land, equipment and

vehicles. The average lease term for Land leases is 14 years (2020: 15

years)

103

The maturity analysis of lease liabilities is presented in Note 19.

The assessment of impairment losses is presented in Note 12.

Amounts recognized in profit and loss:

€’000

2021

2020

Depreciation on right-of-use assets

870

669

Interest expense on lease liabilities

490

361

Expense relating to short term leases

113

191

Expense relating to leases of low value assets

Expense relating to variable lease payments not

included in the measurement of the lease liability

€ 253

170

As of December 31, 2021, the Group is committed to € 82 thousand

(2020: €178 thousand) for short term and low value leases.

Some of the property leases in which the Group is the lessee contain

variable lease payment terms that are linked to the sales generated

from the charging stations. Overall the variable payments constitute a

very small percentage of the Group’s entire lease payments. The Group

expects this ratio to increase in future years. The variable payments

depend on sales and consequently overall economic development

over the next few years.

The total cash outflow in 2021 for leases amounted to € 1,219 thousand

(2020: €933 thousand) for lease liabilities and €210 thousand (2020:

€159 thousand) for short term and low value leases.

14.Financial assets and financial liabilities

14.1Categories of financial assets and financial liabilities

All financial assets and liabilities are reported at amortised cost. This is

unchanged from 2020.

14.2Financial assets: interest-bearing loans and borrowings

€’000

Interest

rate (%)

Maturity

2021

2020

Non-current interest-

bearing

loans and borrowings

Loan to Fastned Terra 1 B.V.

31/12/2024

1,370

1,292

Loans to related parties

1,370

1,292

Total interest-bearing

loans and borrowings

1,370

1,292

Lease Receivable

Total financial assets

1,407

1,374

Loan to Fastned Terra 1 B.V.

The Group issued a loan in 2015 to Fastned Terra 1 B.V. for an amount of

€879,000 for the purchase of fast chargers. The loan bears an interest

of 6% per annum. In 2021 €71,000 (2020: €67,000) of interest has

been added to the loan. The loan amount and interest outstanding was

originally due for repayment in 5 equal annual repayment instalments,

with the first repayment date on 31 December 2020 and the last

repayment date on 31 December 2024. Due to the impact of the

COVID-19 pandemic on Fastned Terra 1 B.V. revenues, Fastned B.V. has

agreed to defer the first and the second repayments including interest

to the extent necessary. All the fast chargers owned by Fastned Terra 1

form security for the loan.

Credit facility to Fastned Terra 1 B.V.

Fastned Terra 1 B.V. has a credit facility with the Group. At 31

December 2021 this facility was unused (2020: €nil). This facility is

related to the loan to Fastned Terra 1 B.V. and its purpose is to provide

working capital.

The directors of the Company have determined that the loan to

Fastned Terra 1 B.V. has a low credit risk and are of the view that no

provision for expected credit loss is necessary, unchanged from year

end 2020.

In determining the expected credit losses for the loans to Fastned

Terra 1 B.V. , the directors of the Company have taken into account the

historical default experience, the financial position of the

104

counterparties, and the security attaching to the loans as well as the

future prospects for the electric vehicle charging industry. See also

note 14.6, credit risk section.

Lease receivable

Fastned recognises lease receivables for a finance leasing

arrangement as a lessor of a commercial space to a lessee to operate a

shop at one station location. The commercial space is attached to the

station to be renovated by Fastned. A new lease contract will be

drafted when the station is operational. Fastned is not exposed to

foreign currency risk as it is denominated in Euros.

Amounts receivable under finance lease:

€’000

2021

2020

Year 1

Year 2

—

Year 3

—

Undiscounted lease payments

Unearned finance income

Present value of lease payments receivable,net

Receivable payments

—

Lease receivable

Construction service arrangements financial assets

Fastned recognises a financial asset to the extent that it has an

unconditional contractual right to receive cash or another financial

asset from or at the direction of the public sector entity granting the

service arrangement.

Amounts related to construction contracts:

€’000

2021

2020

At 1 January

-59

Released to profit or loss

-95

At 31 December

-1024

-59

14.3Financial liabilities: Interest-bearing loans and borrowings

Interest-bearing loans

and borrowings

Interest

rate (%)

Maturity

2021

2020

€’000

6% unsecured bonds

6.0

02/12/2021

—

1,832

6.0

06/06/2022

4,181

5,042

6.0

12/12/2022

7,367

8,966

6.0

30/10/2023

11,603

6.0

21/03/2024

10,689

6.0

12/12/2024

12,177

6.0

28/07/2025

16,206

6.0

19/11/2025

21,194

4.5

12/12/2026

2,848

—

8.5% secured loan

8.5

30/06/2026

—

682

Total interest-bearing

loans and borrowings

86,265

88,391

Unsecured bonds

In December 2021, Fastned raised €0.3 million through issue of

corporate bonds, and in addition, investors extended €2.5 million from

earlier bonds issues. Interest on this bond is 4.5% per annum, payable

quarterly in arrears. The Group is entitled to repay all or part of all

outstanding bonds at any time. The bonds mature after 5 years. The

purpose of the bond is to finance new stations and operating

expenses. There are no securities for the bonds and there are no

covenants applicable that could require Fastned to repay any of the

loans. The bonds are not subordinated and trading is very limited as

they are not registered on any exchange.

As part of the purchase of The Fast Charging Network B.V. on 1 July

2020, a loan of €1.0 million bearing interest at 8.5% loan was taken

over from Principium Holding B.V.. The remaining balance €682

thousand of was repaid during the first half of 2021

105

24 Shown in note 18, contractual liability from construction contracts

6% secured working capital facility

Fastned held a loan facility by Wilhelmina-Dok B.V for €5.0 million,

which was undrawn and expired on 31 December 2020. Under this

facility the Group could draw funds to finance its operating costs and

working capital requirements, but not to finance capital expenditures

on charging stations.

14.4Reconciliation of liabilities arising from financing activities

2021

Maturing

01-Jan

Interest p/l

charge

Cash flows

Non-cash changes

31-Dec

€’000

Loan issue /

repayment

Interest paid /

received

Accrual

Eliminated

/Reissue

Financial assets: interest bearing loans

and borrowings

Loan to Fastned Terra 1 B.V.

31.12.24

1,177

—

1,248

Credit facility to Fastned Terra 1 B.V.

31.12.24

—

Current account Fastned Terra 1 B.V.

115

—

122

1,292

—

1,370

Non-current liabilities : interest bearing

loans and borrowings

6% corporate bond

12/02/21

1,832

101

(1,832)

(101)

—

6% corporate bond

06/06/22

5,042

299

—

(303)

(861)

4,181

6% corporate bond

12/12/22

8,966

533

—

(538)

(1,599)

7,367

6% corporate bond

30/10/23

11,603

594

—

(696)

102

11,603

6% corporate bond

21/03/24

10,689

745

—

(641)

(104)

10,689

6% corporate bond

12/12/24

12,178

730

—

(730)

—

12,178

6% corporate bond

28/07/25

16,206

969

—

(972)

—

16,206

6% corporate bond

19/11/25

21,193

1,270

—

(1,272)

—

21,193

4.5% corporate bond

12/12/26

—

388

(41)

(23)

2,460

2,807

8.5% secured loan

30/06/26

682

(682)

88,391

5,305

(2,126)

(5,294)

(11)

—

86,265

106

2020

Maturing

01-Jan

Interest p/l

charge

Cash flows

Non-cash changes

31-Dec

€’000

Loan issue /

repayment

Interest paid /

received

Accrual

Eliminated

/Reissue

Financial assets: interest bearing loans

and borrowings

Loan to Fastned Terra 1 B.V.

31.12.24

1,110

—

1,177

Loan to Fastned Terra 2 B.V.25

31.12.24

134

—

(139)

—

Credit facility to Fastned Terra 1 B.V.

31.12.24

—

(45)

—

Credit facility to Fastned Terra 2 B.V.

31.12.24

—

Current account Fastned Terra 1 B.V.

—

108

—

115

Current account Fastned Terra 2 B.V.26

—

(2)

—

1,289

—

(141)

1,292

Non-current liabilities : interest bearing

loans and borrowings

6% corporate bond

12/02/21

2,499

138

—

(141)

(667)

1,832

6% corporate bond

06/06/22

7,689

402

—

(413)

(2,647)

5,042

6% corporate bond

12/12/22

12,311

715

—

(726)

(3,345)

8,966

6% corporate bond

30/10/23

11,603

696

—

(696)

—

11,603

6% corporate bond

21/03/24

10,689

641

—

(641)

—

10,689

6% corporate bond

12/12/24

12,177

732

—

(731)

—

12,178

6% corporate bond

28/07/25

391

13,475

(218)

(173)

2,731

16,206

6% corporate bond

19/11/25

147

17,266

—

(148)

3,928

21,193

8.5% secured loan

30/06/26

682

(36)

—

682

56,968

3,898

31,423

(3,602)

(296)

—

88,391

107

25 Up until acquisition of Fastned Terra 2 B.V. on 1 August 2020

26 Up until acquisition of Fastned Terra 2 B.V. on 1 August 2020

14.5Fair values

Set out below is a comparison, by class, of the carrying amounts and

fair instruments, other than those with carrying amounts that are

reasonable approximations of fair values:

€’000

Carrying amount

Fair value measurement

using significant

unobservable inputs

2021

2020

2021

2020

Financial assets

Interest-bearing loans

and borrowings

1,370

1,292

1,370

1,292

Lease receivables

Total

1,407

1,374

1,407

1,374

Financial liabilities

Interest-bearing loans

and borrowings

(86,265)

(88,391)

(86,265)

(88,391)

Total

(86,265)

(88,391)

(86,265)

(88,391)

Management assessed that cash and cash equivalents, trade and other

receivables, trade and other payables, and other current liabilities

approximate to their carrying amounts largely due to the short-term

maturities of these instruments.

The fair value of the interest-bearing loans and borrowings is included

at the amount at which the instrument could be exchanged in a

current transaction between willing parties, other than in a forced or

liquidation sale. The following methods and assumptions were used to

estimate the fair values:

•Long-term fixed-rate borrowings are evaluated by the Group

based on parameters such as interest rates and the risk

characteristics of the financed project.

•The fair value of the interest-bearing loans and borrowings is

estimated by discounting future cash flows using rates currently

available for debt on similar terms, credit risk and remaining

maturities, being sensitive to a reasonably possible change in the

forecast cash flows or the discount rate.

Management regularly assesses a range of reasonably possible

alternatives for those significant unobservable inputs and determines

their impact on the total fair value.

14.6Financial risk management objectives and policies

The Group’s principal financial instruments comprise loans and

borrowings, trade and other payables. The main purpose of these

financial liabilities is to finance the Group’s operations. The Group’s

principal financial instruments include trade and other receivables and

cash and cash equivalents that derive directly from its operations.

The Group is exposed to interest risk, credit risk and liquidity risk. The

Group’s senior management oversees the management of these risks.

It is the Group’s policy that no trading in derivatives for speculative

purposes may be undertaken. The Board of Directors reviews and

agrees policies for managing each of these risks, which are

summarised below.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a

financial instrument will fluctuate because of changes in market

interest rates. The Group’s exposure to the risk of changes in market

interest rates is low due to the Group’s long-term debt obligations

with fixed rates.

Commodity price risk

The Group is affected by the price volatility of certain commodities. Its

operating activities require the ongoing purchase of electricity and

therefore require a continuous supply of electricity. The Group

purchases electricity on the spot wholesale market. As the energy

costs are a relatively small part of the P&L and Fastned has the ability

to increase sales prices to account for increases in electricity prices,

energy costs are not hedged. There are no financial instruments

related to commodity price risk.

The Group’s Board of Directors has developed and enacted a risk

management strategy for commodity price risk and its mitigation.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations

under a financial instrument or customer contract, leading to a

financial loss. The Group is exposed to credit risk from its operating

activities (primarily trade receivables, see Note 15) and from its

108

financing activities, including deposits with banks and financial

institutions, (refer to Note 16) and other financial instruments.

Fastned B.V. has a loan outstanding of €1.248 million in total with

Fastned Terra 1 B.V. (refer to Note 14.2), which creates a credit risk. The

credit risk of this loan is reduced by the condition that repayments

only start in 2022, when it is anticipated that there will be a large

enough market for electric vehicle charging. The interest rate is fixed

at 6% per annum, which will be rolled up until 2022. The chargers

owned by Fastned Terra 1 B.V. form a security for these loans.

Trade receivables

A large portion of revenues is collected via direct debit or credit and

debit cards from private individuals. The associated credit risk is low

because the risk is spread over a large number of individual customers.

Receivables from charge card providers are invoiced monthly, and

spread over a small number of charge card providers, and monitored

to ensure no build up of overdue amounts.

Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is

managed in accordance with the Group’s policy. Investments of

surplus funds are made only within credit limits assigned to each

counterparty. Counterparty credit limits are reviewed by the Group’s

Board of Directors on an annual basis, and may be updated throughout

the year. The limits are set to minimise the concentration of risks and

therefore mitigate financial loss through a counterparty’s potential

failure to make payments.

Liquidity risk

The Group monitors its risk of a shortage of funds using a liquidity

planning tool. See also the going concern statement in Note 1.

The Group’s objective is to realise its mission and therefore during the

scale up phase continuity of funding is required, while maintaining a

balance between debt and equity. The Group manages the liquidity

risk by regularly issuing new equity and through entering long-term

debt agreements to ensure sufficient liquidity and to repay debts as

they fall due.

109

The table below summarises the maturity profile of the Group’s

liabilities based on contractual undiscounted payments.

€’000

demand

Less than 3 months

3-12

months

1-5

years

Total

Year ended 31 December 2021

Interest-bearing loans and borrowings (other than

convertible preference shares)

—

11,548

74,717

86,265

Interest on interest-bearing loans and borrowings

—

735

4,273

9,960

14,968

Lease Liabilities

—

875

6,557

7,432

Trade and other payables

5,219

319

—

5,538

Total

5,219

1,054

16,696

91,234

114,203

Year ended 31 December 2020

Interest-bearing loans and borrowings (other than

convertible preference shares)

—

1,832

86,559

88,391

Interest on interest-bearing loans and borrowings

—

1,330

3,990

13,585

18,905

Lease Liabilities

622

4,151

4,773

Trade and other payables

2,438

—

139

—

2,577

Total

2,438

1,330

6,583

104,295

114,646

15.Trade and other receivables and prepayments

€’000

2021

2020

Trade receivables, net

2,195

963

Taxes and social securities

1,161

385

Prepayments

442

Other receivables

734

237

Total trade and other receivables and

prepayments

4,532

1,592

The Group applies the IFRS 9 simplified model of recognising lifetime

expected credit losses for all trade receivables as these items do not

have a significant financing component. In measuring the expected

credit losses, the trade receivables have been assessed on a collective

basis as they possess shared credit risk characteristics. They have

been grouped based on the days past due.

Trade receivables are written off (i.e. derecognised) when there is no

reasonable expectation of recovery. Failure to make payments within

365 days from the invoice date and failure to engage with the Group

on alternative payment arrangements amongst others are considered

indicators of no reasonable expectation of recovery. Trade receivables

are non-interest bearing and are generally on terms of 14 days. As at 31

December 2021, the provision for trade receivables amounted to €6

thousand.

110

As at 31 December 2021, the ageing analysis of trade receivables is, as

follows:

€’000

Total

Not

past

due

Days overdue

< 30

30-

91-

120

120-

180

180-

365

>365

Outstanding

2,201

1,721

416

—

Provision for

impairment

(6)

—

(6)

—

Trade receivables

2,195

1,721

416

—

As at 31 December 2020, the ageing analysis of trade receivables is, as

follows:

€’000

Total

Not

past

due

Days overdue

< 30

30-

91-

120

120-

180

180-

365

>365

Outstanding

996

710

253

—

Provision for impairment

(33)

—

(33)

Trade receivables

963

710

253

—

(5)

16.Cash

€’000

2021

2020

Cash at banks and on hand

128,591

33,850

Total cash and cash equivalents

128,591

33,850

Cash at banks earns, or is charged, interest at floating rates based on

daily bank deposit rates. Cash includes all cash-on-hand balances and

credit card receivables

Cash and cash equivalents are current account balances,

concentrated at one bank under supervision of the Dutch Central Bank

with an A or equivalent long term rating.

At 31 December 2021, the Group had no restricted cash balances.

17.Issued capital and reserves

Share capital

2021

2020

Quantity

Authorised shares of €0.01 each

17,120,357

16,195,800

Issued and fully paid shares of €0.01 each3

17,069,326

14,963,306

Quantity

€’000

At 1 January 2020

14,783,028

148

Issuance of shares

180,278

At 31 December 2020

14,963,306

150

Issuance of shares

2,106,020

At 31 December 2021

17,069,326

171

The shares do carry voting rights. Holders of the DR's do not have

voting rights and have the right to attend the General Meetings to

speak at such meetings. They also have the right to appoint the

members of the board of FAST upon nomination by the board of FAST.

________________________

3 Total issued shares includes treasury shares.

111

On July 1, 2020, Fastned B.V. acquired 100% of the shares in The Fast

Charging Network B.V. (FCN) from Principium Holding B.V. (owner of

MisterGreen brand). The acquisition was paid by issuing 165,000

depositary receipts of Fastned B.V. with a final settlement of the

acquisition based on the average closing price of the Fastned

depositary receipts during the 40 trading days prior to 1 July 2021. The

rationale for this transaction for Fastned was to acquire the 16

attractive high-traffic locations (via a share swap). Following guidance

provided in IFRS3, management concluded that the acquisition of FCN

represents an asset acquisition and not a business combination. FCN’s

assets and liabilities have been initially recognised at cost. The

consideration transferred has been allocated to the assets and

liabilities based on their relative fair values. On July 1, 2021, as final

settlement of the acquisition of FCN, Principium Holding B.V.

transferred 119,700 DRs back to Fastned BV.

On 2 March 2021, Fastned successfully completed the issue of

1,875,000 new DRs through an accelerated bookbuild offering to

qualified investors. The new DRs were issued at a price of €80 each,

resulting in gross proceeds of €150 million.

During 2021, 231,020 DRs were issued to employees and former

employees exercising options under Fastned option plans. Employee

options for 544,589 DRs were outstanding as at 31 December 2021, see

note 22.

Share premium

€’000

At 1 January 2020

26,503

Issuance of share capital (certificates)

1,999

Transaction costs for issued share capital

(certificates)

(255)

At 1 January 2021

28,247

Issuance of share capital (certificates)

152,294

Transaction costs for issued share capital

(certificates)

(8,454)

At 31 December 2021

172,087

Included in transaction costs for issued share capital (certificates) are

€174 thousand costs incurred relating to DR's issued in 2018.

Treasury shares

Quantity

€’000

At 31 December 2020

15,400

Shares returned to Fastned

119,700

At 31 December 2021

135,100

To facilitate administration of the Employee share option scheme, a

number of shares may be issued in advance by FAST and DRs

transferred to Fastned BV. These shares are not included within

Treasury shares since no consideration has yet been received for

them. As at 31 December 2021 51,031 such DRs were held by Fastned

BV.

All other reserves are as stated in the statement of changes in equity.

18.Trade and other payables

€’000

2021

2020

Trade payables

4,485

1,060

Taxes and social securities

159

Other payables

1,597

1,159

Total trade and other payables

6,095

2,378

Other liabilities include contractual liability from construction

contracts amounting to €10 thousand (2020:€59 thousand).

Terms and conditions of the above liabilities:

•Trade payables are non-interest bearing and are normally settled

on 30-day terms

•Other payables are non-interest bearing and have a term of one

month to six months

•Please refer to Note 14.6 for the maturity profile of the liabilities.

For explanations on the Group’s credit risk management processes,

refer to Note 14.6.

112

19.Lease liabilities

€’000

2021

2020

Maturity analysis:

Year 1

1,473

787

Year 2

1,380

771

Year 3

1,272

722

Year 4

1,030

687

Year 5

882

566

> 5 years

4,679

3,549

Total

10,716

7,082

Less: unearned interest

(3,284)

(2,309)

Total lease liabilities

7,432

4,773

Analysed as :

Current

875

622

Non-current

6,557

4,151

20.Provisions

Provisions are recognised where a legal or constructive obligation

exists at the balance sheet date, as a result of a past event where the

amount of the obligation can be reliably estimated and where the

outflow of economic benefit is probable.

€’000

2021

2020

Due within one year

—

Due after one year

5,247

2,368

Total provisions

5,247

2,368

The Group records provisions for the removal of the charging station

at the end of the concession period.

Decommissioning

provision

€’000

1 January 2021

2,368

Additions

1,419

Use

—

Revised estimates

1,460

31 December 2021

5,247

1 January 2020

2,065

Additions

312

Use

—

Revised estimates

(9)

31 December 2020

2,368

21.Deferred revenues

Deferred revenues of €391,000 (2020: €386,000) relate to various

pre-paid long-term vouchers for supply of electricity to customers,

the Fastned Founders Club, and subsidies received in advance of

construction of charging stations.

The Fastned Founders Club is a special group of investors that have all

invested a minimum of €25,000 (in primary issuance of certificates) in

the issuance on NPEX in 2014–2015, or, invested a minimum of

€50,000 (in primary issuance of certificates) in the issuance on

Nxchange in 2016. On 31 December 2021, there were 70 members in

this Club. The members of the Fastned Founders Club have the rights

to charge for free at Fastned for the rest of their lives. as long as they

they hold these Fastned certificates. In 2020, Fastned Founders have

charged 36,043 kWh (2020 34,115kWh) for free.

113

€’000

2021

2020

At 1 January

386

455

Subscriptions and subsidies deferred

Released to the statement of profit or loss

(40)

(85)

At 31 December

355

386

Current

—

Non-current

355

386

22.Share-based payments

Movements during the year

The following table shows the number and weighted average exercise

price (WAEP) of, and movements in, employee options on certificates

of shares during the year:

2021

2020

Number

WAEP (€)

Number

WAEP (€)

Outstanding at 1 January

630,337

10.00

645,607

10.00

Granted during the year

149,477

10.73

—

Forfeited during the year

(2,611)

10.00

—

Exercised during the year

(231,020)

10.02

(15,278)

10.00

Expired during the year

—

Outstanding at 31 December

546,183

10.31

630,337

10.00

Exercisable at 31 December

544,589

10.19

630,337

10.00

Included in the table above are options granted to Niels Korthals Altes,

director of Fastned B.V.. As at 31 December 2021 he held 90,881

options (2020: 81,319). Also included in the table above are options

granted to Victor van Dijk, director of Fastned BV, who held 9,562

options as at 31 December 2021 (2020:nil).

Of the options outstanding at 31 December 2021 544,589 are

exercisable at prices per DR between €10 and €13.95, and 1,594

options at €49.76.

Option plans

Prior to establishment of the present Option Plan on 17 May 2018

(“2018 Option Plan”), Fastned B.V. had an employee option plan in

place under which the Company granted a total of 365,411 options to

eligible employees (2015: 89,175, 2017: 113,345 and 2018: 162,891).As at

31 December 2021 258,071 of these options remained unexercised.

These equity-settled options granted under the previous Option Plan

are subject to a three-year vesting period. Vested options under the

plan can be exercised during a period within five years following the

vesting date.

Under the 2018 Option Plan, ten milestones are defined, being a

combination of an operational goal and the market capitalisation of

the Company. Each time a milestone is met, the Company will allocate

options for newly to be issued Depositary Receipts (“DRs”) to its

employees for a total of 1% of the then outstanding number of DRs.

The allocation of these options depends on the role and

responsibilities of the employee in the organisation. The criteria for

the granting of options will be determined by the Supervisory Board if

it concerns a Managing Director and by the Management Board if it

concerns other participants under the Option Plan. The options are

granted by way of an option agreement. In order to ensure that every

employee will participate in the potential value increase of the

Company for the part he or she has been contributing to, the exercise

price per option is equal to the average price of a DR on the relevant

stock exchange during the 90 days before the start of the employment

of the respective employee. The exercise price can never be less than

€10 per option. The options under the Option Plan can be exercised

within five years after the grant date.

114

Milestone

Market capitalisation

(€)

Operational goal

Realised

> 150 million euro

> 100 stations operational

☑

> 200 million euro

> 1 million euro in revenues

in one calender year

☑

> 300 million euro

> 250 stations operational

> 400 million euro

> 150 kW charging at >50%

of our stations

☑

> 500 million euro

> Company profitable for 12

months in a row

> 600 million euro

> 500 stations operational

> 700 million euro

> 100 million euro in

revenues in one calender

year

> 800 million euro

> 30% EBITDA margin for 12

months in a row

> 900 million euro

> 300 kW charging at >50%

of our stations

> 1 billion euro

> 1000 stations operational

Valuation of options

IFRS2 requires an entity to consider factors that knowledgeable,

willing market participants would consider in selecting the option

pricing model to apply. For example, many employee options have

long lives, are usually exercisable during the period between vesting

date and the end of the options’ life, and are often exercised early.

These factors should be considered when estimating the grant date

fair value of the options. For many entities, this might preclude the use

of the Black-Scholes-Merton formula, which does not allow for the

possibility of exercise before the end of the option’s life and may not

adequately reflect the effects of expected early exercise. It also does

not allow for the possibility that expected volatility and other model

inputs might vary over the option’s life. Based on expert advice from

external consultants, management has valued issued options using the

Hull-White option valuation model which allows for the fact that

employees tend to exercise options during the exercise period – i.e.

after vesting, but prior to the expiration date for such options.

In March 2021, staff options for the fourth milestone of the 2018

Option plan were granted. In total 149,477 options with an average

exercise price of €10.73 were issued to employees. The fair value of

these options is €8,112 thousand and is reported as a non-cash cost in

administrative expenses.

In December 2021, Fastned amended the terms and conditions for

1,594 options granted in relation to milestone 4. The exercise price

was increased from €10.00 to €49.76 and the exercise of these

options is subject to providing services to the Company until 1

January 2025. These non-beneficial modifications did not have any

impact on the accounting for the options granted.

The estimated fair value of options granted during 2021 using the Hull

White option valuation model and assumptions/parameters used in

the valuation are listed in the table below.

Parameter at initial measurement

Milestone 4

Share price at Euronext (€)

Weighted average exercise price

10.73

Expected volatility

65.3%

Risk Free interest rate

(0.61)%

Expected dividend yield

—

Expiry date

4/12/2025

Remaining contractual option life (years)

Fair value per option H&W model (€)

54.26

Total expense included in administrative expenses

8,112

Options issued prior to the 2018 Option Plan are subject to a three

year vesting period. Included within administrative expenses is €46

thousand being the the portion of cost for the earlier issued options

relating to 2021.

115

The cost of the options included in the income statement are as

follows

€’000

2021

2020

Options granted in years 2015-18

Options granted in 2021

8,112

—

Total expense included in administrative

expenses

8,158

23.Commitments and contingencies

Lease commitments — Group as lessee

The Group has entered into contractual lease arrangements relating to

chargers with Fastned Terra 1 B.V.. These leases have a remaining term

of 5 years. The first term of five years will terminate on 31 January 2021.

At the end of the contract, Fastned will support Fastned Terra 1 B.V.

with the removal of the chargers, the potential sale of the chargers and

the delivery of the chargers to a warehouse. The cooperation with

Fastned Terra 1 B.V. is non-exclusive for all parties.

On a monthly basis, Fastned pays a revenue share based on the

amount of kWh sold through the Fastned Terra 1 B.V. chargers under

these contracts. The future lease commitment is therefore depending

on the amount of kWh Fastned sells. In case Fastned does not sell any

kWh at these chargers, the payment will be zero. Fastned delivered

1,027,164 kWh via the chargers of Fastned Terra 1 B.V. in 2021 (2020:

1,040,439)).

For information regarding short term and low-value lease

commitments see Note 13.

Commitments

At 31 December 2021, the Group had initiated the construction of

several fast charging stations, these will be realised in the first half of

2022. Fastned usually partly prepays orders placed with suppliers and

the larger part of these prepayments are already capitalised in the

balance sheet. The outstanding commitment at 31 December 2021

amounted to approximately €21.21 million (2020: €9.01 million).

24.Related party disclosures

€’000

Interest

charge

Amounts owed to

related parties

Interest

income

Amounts owed by

related parties

Fastned Terra 1 B.V.

2021

1,369

2020

1,292

Terms and conditions of transactions with related parties

Fastned B.V. pays a variable lease to Fastned Terra 1 B.V. based on the

kWh sold from the chargers owned by both companies.

€’000

2021

2020

Variable leases

202

170

For terms and conditions of the payables and outstanding loans with

Fastned Terra 1 B.V. and Fastned Terra 2 B.V. please refer 14.2.

Compensation of key management personnel of the Group

Key management personnel are those persons having authority and

responsibility for planning, directing and controlling the activities of

the group as a whole. The Group considers all members of the

Management Board, Fast Board and the Supervisory Board to be key

management personnel as defined in IAS 24 “Related parties.”

The total remuneration package for the members of the board of

directors may consist of the following components:

a)Annual base salary;

b)Short-term variable salary;

c)Pension benefits;

d)Short term employee benefits.

116

Remuneration of the Management Board

€’000

Short term

employee

benefits

2021

Base Salary

Non-monetary

benefits

Pension

benefits

Options

Total remuneration

M. Langezaal

—

117

N. Korthals Altes

107

526

660

V. van Dijk

133

496

652

Total

337

1,022

1,429

€’000

Short term

employee

benefits

2020

Base Salary

Non-monetary

benefits

Pension

benefits

Options

Total remuneration

M. Langezaal

—

117

N. Korthals Altes

106

153

Total statutory board

203

270

V, van Dijk

102

125

Total management board

305

395

Remuneration of the FAST Board

The remuneration and contractual terms of employment of FAST

Board members are determined by the general meeting of depository

receipt holders. Apart from their remuneration, FAST Board members

shall be reimbursed for all reasonable costs incurred with the consent

of the chairperson of the FAST Board, or, with respect to the

Chairperson, incurred with the consent of the Chairman of the

Supervisory Board.

€’000

2021

2020

Hieke van Rees-Spoelstra

Liselotte Kooi

—

Maaike Veen

—

Henk Pals

Fiona Buruma

Total

117

On 3 June 2021 Liselotte Kooi and Maaike Veen were appointed

members of the board and Fiona Buruma resigned.

Remuneration of Supervisory Board

The General Meeting determines the remuneration of the Supervisory

Directors. The Supervisory Directors are entitled to a fixed annual fee

as determined by the General Meeting taking into account the time to

be spent by such Supervisory Directors. No additional fees are due for

their membership of the Audit Committee. The total compensation for

each Supervisory Director for the financial year ending on 31

December 2021 was as follows:

2021

2020

€’000

Short term employee benefits

Basic salary

Non-monetary

benefits

Total

remuneration

Basic salary

Non-monetary

benefits

Total

remuneration

Bart Lubbers

Marije van Mens

—

Nancy Kabalt

—

Hans Michels

—

Marieke Bax

—

Hans Streng

—

Total

On 11 November 2021 Nancy Kabalt was appointed member of the

Supervisory Board.

In 2020, Marieke Bax and Marije van Mens were appointed members of

the Supervisory Board, Marieke Bax resigned in 2021. In 2020 Hans

Streng resigned.

In 2021, the total remuneration for all management board amounts to

1,429 thousand (2020: 395 thousand) , FAST Board amounts to 32

thousand (2020: 15 thousand) and supervisory board member

amounts to 96 thousand (2020: 99 thousand).

The amounts disclosed in the table are the amounts recognised as an

expense during the reporting period related to key management

personnel.

Some family members of key management personnel are members of

the Founders Cub. In 2021, a total of 166 kWh (2020: 677 kWh) were

charged for free by these family members. See note 21

25.Key events post reporting date

Fastned won three tenders to develop and operate three fast charging

stations along key private motorways in France. The tenders were

organised by Autoroutes du Sud de la France (ASF), a subsidiary of

VINCI, the French construction and concession company. The

concessions are for a period of 15 years. Fastned has committed to

providing bank guarantees to ASF for €947 thousand in total during

the construction phase of the stations.

The Russian invasion of Ukraine and rapidly escalating events in

February and March 2022 is a significant tragedy to the people and is

causing disruption to business and economic activity in the region

and worldwide. Fastned has no activities in the Ukraine, Russia or

Belarus, nor does it directly or indirectly source critical items from the

region. The crisis is causing increased volatility in electricity prices,

Fastned could respond by adapting its price to maintain a certain

margin. Another effect is potentially increased station construction

costs due to raw material price and labour cost increases. We are

monitoring the situation on a day-to-day basis. Based on current

information, we expect we are able to limit the effect on our station

rollout pace, but this will be highly dependent on how the crisis and its

118

effects unfold.

26.Remuneration of auditors

This note includes all fees agreed to be paid to the Group’s auditors

whether in relation to their audit of the Group or otherwise.

Group auditor for 2020 and for 2021 is Deloitte Accountants B.V.

€’000

2021

2020

Fees payable to the Group’s auditor for the audit

of the consolidated parent company accounts

and subsidiaries accounts of Fastned B.V.

221

216

Non-audit and other assurance services

27.Standards and interpretations issued but not

yet effective

At the date of authorisation of these financial statements, the Group

has not applied the following new and revised IFRS Standards that

have been issued but are not yet effective, and, in some cases, had not

yet been adopted by the EU:

IFRS 17 (including the June

2020 amendments to IFRS 17)

Insurance Contracts

IFRS 10 and IAS 28

(amendments)

Sale or Contribution of Assets between an

Investor and its Associate or Joint Venture

Amendments to IAS 1

Classification of Liabilities as Current or

Non-current

Amendments to IFRS 3

Reference to the Conceptual Framework

Amendment to IAS 16

Property, Plant and Equipment - Proceeds

before intended Use

Amendments to IAS 37

Onerous Contracts – Cost of Fulfilling a

Contract

Annual Improvements to IFRS

Standards 2018-2020 Cycle

Amendments to IFRS 1 First-time Adoption

of International Financial Reporting

Standards, IFRS 9 Financial Instruments,

IFRS 16 Leases, and IAS 41 Agriculture

Amendments to IAS 1 and IFRS

Practice Statement 2

Disclosure of Accounting Policies

Amendments to IAS 8

Definition of Accounting Estimates

Amendments to IAS 12

Deferred Tax related to Assets and Liabilities

arising from a Single Transaction

The management does not expect that the adoption of the Standards

listed above will have a material impact on the financial statements of

the Group in future periods.

119

Parent company

financial

statements

for the year ended 31 December

120

Parent

company

statement of

profit or loss

€’000

Notes

2021

2020

Revenue related to charging

10,475

5,764

Revenue from station construction as part of

service concessions

—

Revenue

10,475

5,764

Cost of sales related to charging

(2,802)

(858)

Cost of sales from station interpretations. as part

of service concessions

—

Cost of sales

(2,802)

(858)

Gross profit

7,673

4,906

Other operating income

—

Selling and distribution expenses

(2,622)

(1,967)

Administrative expenses

(14,779)

(6,268)

Other operating expenses

(2,673)

(2,279)

Operating loss

(12,401)

(5,608)

Finance costs

(6,269)

(4,201)

Finance income

1,283

442

Loss before tax

(17,387)

(9,367)

Income tax expense

Results from investments in subsidiaries

(7,212)

(3,034)

Loss for the year

(24,599)

(12,401)

121

Parent

company

statement of

financial

position

as at 31 December

€’000

Notes

2021

2020

Assets

Non-current assets

Other intangible assets

606

506

Property, plant and equipment

42,486

27,633

Right-of-use assets

3,783

2,720

Non-current financial assets

Investments in subsidiaries

1,676

2,024

Loans to subsidiaries

28,230

7,975

Loans to related parties

1,369

1,292

78,150

42,150

Current assets

Current financial assets

Trade and other receivables

2,501

1,061

Prepayments

476

290

Cash

127,017

33,297

129,994

34,683

Total assets

208,144

76,833

Equity and liabilities

Equity

Issued capital

171

150

Share premium

172,087

28,247

Legal reserves

543

434

Retained earnings

(63,592)

(46,903)

109,209

(18,072)

Current liabilities

Trade and other payables

3,836

1,871

Interest-bearing loans and borrowings

14.3

11,548

1,832

Lease liabilities

643

420

Non-current liabilities

Interest-bearing loans and borrowings

Loans from external parties

14.3

74,717

85,877

Loans from subsidiaries

211

Lease liabilities

3,870

2,551

Provisions

3,755

1,951

Deferred revenues

355

386

Total liabilities

98,935

94,905

Total equity and liabilities

208,144

76,833

122

Notes to the

parent company

financial

statements

for the year ended 31 December 2021

Basis of preparation and accounting policies

The company financial statements have been prepared in accordance

with the statutory provisions of Part 9, Book 2 of the Netherlands Civil

Code by making use of the accounting policies under IFRS as used by

the preparation of the consolidated financial statements.

For the accounting policies of the separate items on the balance sheet

we refer to the accounting policies as mentioned in the notes to the

consolidated financial statements. These accounting policies also

apply to the company financial statements unless otherwise

mentioned.

For the principles for the recognition and measurement of assets and

liabilities and determination of the results for the company financial

statements, Fastned applies the option included in section 2:362,

paragraph 8 of the Netherlands Civil Code. This means that the

principles for the recognition and measurement of assets and

liabilities and determination of result in the company financial

statements (“accounting policies”) are the same as those applied in

the consolidated financial statements under International Financial

Reporting Standards as endorsed by the European Union (EU IFRS).

Subsidiaries

Subsidiaries of Fastned B.V., listed in Note 5, are measured on the

basis of the equity method. The share of profit of these investments is

the Company’s share of the investments’ results.

The Company eliminates any expected credit losses on intercompany

loans or receivables against the book value of the intercompany loan

or receivable in accordance with Directive 100.107a of the Dutch

Accounting Standards Board

28.Other expenses

28.1Administrative expenses

€’000

2021

2020

Wages and salaries

9,375

2,361

Depreciation of property, plant and equipment

3,661

2,737

Depreciation of right-of-use assets

624

453

Social security costs

573

423

Pension costs

225

188

Amortization of intangible assets

145

129

Other

176

(23)

Total administrative expenses

14,779

6,268

In 2020 the average number of employees was 54 (2020: 41), and the

number of directors was 3 (2020: 2).

28.2Other operating expenses

€’000

2021

2020

Advisory costs

1,062

740

General costs

1,106

611

Marketing costs

265

757

Office costs

120

110

Car expenses

120

Total other operating expenses

2,673

2,279

123

28.3Finance costs

€’000

2021

2020

Interest on debts and borrowings

5,902

3,922

Interest on lease liabilities

302

231

Interest and bank charges

Other interest expenses

Total finance costs

6,269

4,200

28.4Finance income

€’000

2021

2020

Interest and bank charges:

Third party

Intercompany

953

457

Currency exchange gains/

(losses) charged to the income

statement

252

(96)

Total finance income

1,283

442

29.Other Intangibles

€’000

2021

2020

Internally

developed

software

Trademark

Total

Internally

developed

software

Trademark

Total

Gross carrying amount

As of 1 January:

549

632

366

—

366

Additions

238

246

183

266

Disposal

—

As at 31 December

787

878

549

632

Amortisation and impairment

As of 1 January:

(115)

(11)

(126)

(26)

—

(26)

Amortisation

(129)

(17)

(146)

(89)

(11)

(100)

As at 31 December

(244)

(28)

(272)

(115)

(11)

(126)

Net book value

—

At 31 December

543

606

434

506

124

30.Property, plant and equipment

€’000

Construction in

progress

Charging

stations and

technical

installations

Other

equipment

Total

Cost

At 1 January 2020

2,875

27,050

713

30,638

Additions

5,969

173

6,209

Reversals

—

Disposals

(66)

—

(66)

Transfer

(6,382)

6,382

—

At 31 December 2020

2,396

33,605

780

36,781

Additions

16,856

1,075

127

18,058

Disposals

(5)

(92)

(97)

Transfer

(12,201)

12,201

—

At 31 December 2021

7,046

46,789

907

54,742

Depreciation and impairment

At 1 January 2020

—

(6,021)

(433)

(6,454)

Depreciation charge for the year

—

(2,598)

(96)

(2,694)

At 31 December 2020

—

(8,619)

(529)

(9,148)

Depreciation charge for the year

—

(3,093)

(102)

(3,195)

Disposals

—

At 31 December 2021

(11,625)

(631)

(12,256)

Net book value

At 31 December 2020

2,396

24,986

251

27,633

At 31 December 2021

7,046

35,164

276

42,486

125

31.Right-of-use assets

€’000

Office

Building

Land

Charging

stations and

equipment

Vehicles

Total

Cost

At 1 January 2020

1,015

188

1,016

435

2,654

Additions

656

152

909

At 31 December 2020

1,017

287

1,672

587

3,563

Additions

1,154

450

1,687

At 31 December 2021

1,050

337

2,826

1,037

5,250

Depreciation and impairment

At January 2020

(156)

(14)

(84)

(132)

(386)

Depreciation charge for the

year

(144)

(19)

(131)

(163)

(457)

At 31 December 2020

(300)

(33)

(215)

(295)

(843)

Depreciation charge for the

year

(163)

(34)

(213)

(214)

(624)

At 31 December 2021

(463)

(67)

(428)

(509)

(1,467)

Net book value

At 31 December 2020

717

254

1,457

292

2,720

At 31 December 2021

587

270

2,398

528

3,783

Leases assets including buildings, land, equipment and vehicles.

The maturity analysis of lease liabilities is presented in note 37.

126

Amounts recognized in profit and loss:

€’000

2021

2020

Depreciation on right-of-use assets

624

457

Interest expense on lease liabilities

302

231

Expense relating to short term leases

106

Expense relating to leases of low value assets

Expense relating to variable lease payments not included in the measurement of

the lease liability

224

181

32.Investments in subsidiaries

€’000

2021

01-Jan

Investment

Options granted

Result for the year

Loan application

Impairment loss

31-Dec

Fastned Verwaltungsgesellschaft mbH

—

-3

—

Fastned Deutschland GmbH & Co KG

294

1,950

958

(3,398)

196

—

Fastned UK Ltd

—

394

(1,409)

1,015

—

Fastned Belgie BV

—

175

(660)

485

—

Fastned Beheer B.V.

—

Fastned France SAS

—

175

(1,117)

942

—

Fastned Switzerland AG

—

164

(611)

447

—

Fastned Products B.V.

—

The Fast Charging Network BV

1,668

—

(21)

—

1,647

Fastned Terra 2 BV

—

(36)

(25)

Total investment in subsidiaries

2,024

1,950

1,866

(7,212)

3,085

(36)

1,677

127

€’000

2020

01-Jan

Investment

Options granted

Result for the year

Loan application

31-Dec

Fastned Verwaltungsgesellschaft mbH

—

Fastned Deutschland GmbH & Co KG

416

1,575

—

(1,697)

—

294

Fastned UK Ltd

—

-543

543

—

Fastned Belgie BV

—

-188

188

—

Fastned Beheer B.V.

—

Fastned France SAS

—

-155

136

—

Fastned Switzerland AG

—

-238

155

—

Fastned Products B.V.

—

-1

—

The Fast Charging Network BV

—

1,848

—

-180

—

1,668

Fastned Terra 2 BV

—

-40

—

Total investment in subsidiaries

560

3,474

—

(3,033)

1,023

2,024

The above mentioned subsidiaries are 100% owned by Fastned B.V.

128

33.Loans to and from subsidiaries

€’000

Interest rate

Maturity

2021

2020

Current Account Fastned Products B.V.

—

Current account Fastned Deutschland GmbH & Co KG

—

Loan account Fastned Deutschland GmbH & Co KG

31.12.2024

12,622

5,947

Current account Fastned UK Ltd

—

Loan account Fastned UK Ltd

31.12.2024

2,206

478

Current account Fastned Belgie BV

—

Loan account Fastned Belgie BV

31.12.2024

5,313

737

Current account Fastned France SAS

Loan account Fastned France SAS

4,828

Loan account The Fast Charging Network

2,052

477

Current account Fastned Terra 2 B.V.

Current account Fastned Verwaltungsgesellschaft

—

Current account Fastned Switzerland AG

195

Loan account Fastned Switzerland AG

1,006

Total loans to subsidiaries

28,230

8,010

Current

—

Non-current

28,230

8,010

Loans from subsidiaries

€’000

Interest rate

Maturity

2021

2020

Current account Fastned Deutschland GmbH & Co KG

—

306

Current Account Fastned Beheer B.V.

Current account The Fast Charging Network

127

Current account Fastned Switzerland AG

Current account Fastned Terra 2

Total loans from subsidiaries

212

326

129

34.Loans to related parties

Loans to related

parties

Interest rate

Maturity

2021

2020

€’000

Non-current interest-bearing loans and borrowings

Loan to Fastned Terra

1 B.V.

31 December

2024

1,369

1,292

Loan to Fastned Terra

2 B.V.

31 December

2024

—

Credit facility to

Fastned Terra 1 B.V.

—

31 December

2024

—

Credit facility to

Fastned Terra 2 B.V.

—

31 December

2024

—

Loans to related

parties

1,369

1,292

Current

Non-current

1,369

1,292

35.Trade and other receivables and prepayments

€’000

2021

2020

Trade receivables

1,768

808

Taxes and social securities

318

202

Other receivables

733

218

Prepayments

158

Total trade and other receivables and

prepayments

2,977

1,316

Trade and other receivables and prepayments

Trade receivables are non-interest bearing and are generally on terms

of 14 days. As at 31 December 2021, the provision for trade receivables,

amounted to nil (2020: nil)

36.Cash

€’000

2021

2020

Cash at banks and on hand

127,017

33,297

Total cash

127,017

33,297

Cash at banks earns, or is charged, interest at floating rates based on

daily bank deposit rates.

At 31 December 2020, the Company had no borrowing facilities with

banks.

37.Trade and other payables

€’000

2021

2020

Trade payables

2,843

347

Taxes and social securities

(66)

143

Other payables

1,059

1,072

Total trade and other payables

3,836

1,562

Terms and conditions of the above liabilities:

•Trade payables are non-interest bearing and are normally

settled on 30-day terms

•Other payables are non-interest bearing and have a term of one

month to six months

•Please refer to Note 14.6 for the maturity profile of the liabilities.

130

38.Lease Liabilities

€’000

2021

2020

Maturity analysis:

Year 1

964

642

Year 2

910

572

Year 3

840

540

Year 4

619

504

Year 5

488

391

> 5 years

2,034

1,353

Total

5,855

4,002

Less: unearned interest

(1,342)

(1,031)

Total lease liabilities

4,513

2,971

Analysed as :

Current

643

420

Non-current

3,870

2,551

39.Other disclosures

Director's Remuneration

See Note 24 in the notes to the consolidation financial statements for

the remuneration of the statutory board and supervisory board

Share premium

See Note 17 in the notes to the consolidated financial statements.

Share capital

See Note 17 in the notes to the consolidated financial statements.

Interest-bearing loans and borrowings

See Note 14.3 in the notes to the consolidated statements.

Provisions

See Note 20 in the notes to the consolidated statements.

Commitments and contingencies

See Note 23 in the notes to the consolidated statements..

Standards issued but not yet effective

See Note 27 in the notes to the consolidated financial statements.

Number of employees

In 2021 the average number of employees was 54 (2020: 41), and the

number of directors was 3 (2020: :3).

Appropriation of the result for the financial year 2020

The annual report for 2020 was adopted by the General Meeting on 3

June 2021.

Recognition of the loss for 2021

The board of directors proposes to deduct the 2021 loss of

€24,599,000 from the other reserves. The General Meeting will be

asked to approve the appropriation of the 2021 loss; this proposition

is already recognised in the financial statements.

Key events post reporting date

See Note 25 in the notes to the consolidated financial statements.

131

Signing of the financial statements

Amsterdam, 28 March 2022

Management Board

Michiel Langezaal

CEO

Victor van Dijk

CFO

Supervisory Board

Bart Lubbers

Marije van Mens

Nancy Kabalt

132

Other information

Statutory rules concerning appropriation of result

1.In Article 19 of the articles of association the following is

stated concerning the appropriation of result:

2.The result of the period is to the free disposal of the Annual

General Meeting;

3.The Group shall make dividend distributions to shareholders

and other parties entitled to the distributable profit only to

the extent that the shareholders' equity exceeds the legal

and statutory reserves;

4.Any dividend distribution will be made after the approval of

the directors of the Group;

5.The Group is allowed to make interim dividend payments

(the regulations as mentioned above apply).

133

Deloitte Accountants B.V.

Wilhelminakade 1

3072 AP Rotterdam

P.O.Box 2031

3000 CA Rotterdam

Netherlands

Tel: +31 (0)88 288 2888

Fax: +31 (0)88 288 9929

www.deloitte.nl

Independent auditor's report

To the shareholders and the Supervisory Board of Fastned B.V.

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS 2021

INCLUDED IN THE ANNUAL REPORT

Our opinion

We have audited the financial statements 2021 of Fastned B.V.

(“Fastned” or the “Company”), based in Amsterdam (the “Financial

Statements”). The Financial Statements comprise the consolidated

financial statements and the company financial statements.

In our opinion:

•the accompanying consolidated financial statements give a

true and fair view of the financial position of Fastned as at 31

December 2021, and of its result and its cash flows for 2021 in

accordance with International Financial Reporting Standards

as adopted by the European Union (“EU-IFRS”) and with Part 9

of Book 2 of the Dutch Civil Code; and

•the accompanying company financial statements give a true

and fair view of the financial position of Fastned as at 31

December 2021, and of its result for 2021 in accordance with

Part 9 of Book 2 of the Dutch Civil Code.

The consolidated financial statements comprise:

1.the consolidated statement of financial position as at 31

December 2021;

2.the following statements for 2021: the consolidated income

statement, the consolidated statements of comprehensive

income, changes in equity and cash flows; and

3.the notes comprising a summary of the significant accounting

policies and other explanatory information.

The company financial statements comprise:

1.the company balance sheet as at 31 December 2021;

2.the company profit and loss account for 2021; and

3.the notes comprising a summary of the accounting policies

and other explanatory information.

Basis for our opinion

We conducted our audit in accordance with Dutch law, including the

Dutch Standards on Auditing. Our responsibilities under those

standards are further described in the "Our responsibilities for the

audit of the financial statements" section of our report.

We are independent of Fastned in accordance with the EU Regulation

on specific requirements regarding statutory audit of public-interest

entities, the Wet toezicht accountantsorganisaties (Wta, Audit firms

supervision act), the Verordening inzake de onafhankelijkheid van

accountants bij assurance-opdrachten (ViO, Code of Ethics for

Professional Accountants, a regulation with respect to independence)

and other relevant independence regulations in the Netherlands.

Furthermore, we have complied with the Verordening gedrags- en

beroepsregels accountants (VGBA, Dutch Code of Ethics).

We believe the audit evidence we have obtained is sufficient and

appropriate to provide a basis for our opinion.

Information in support of our opinion

We designed our audit procedures in the context of our audit of the

Financial Statements as a whole

and in forming our opinion thereon. The following information in

support of our opinion was addressed in this context, and we do not

provide a separate opinion or conclusion on these matters.

Materiality

In our audit of the 2020 financial statements, we considered the

average total assets as our primary benchmark to determine

materiality. This year, we changed our primary benchmark to revenue.

This change is driven by the fact that in its early stages of

development, Fastned generated minimal revenue, making revenue

less likely to be a relevant benchmark. In the current stage of

development, Fastned has begun to generate increased revenue

which, based on our professional judgment, is relevant to the users of

134

the Financial Statements and hence considered in the determination

of materiality.

Based on our professional judgement we determined the materiality

for the Financial Statements as a whole at € 600,000. The materiality

is based on a range of 0.8% to 5% of our primary benchmark, being

revenue. This calculation is supported by two other benchmarks using

a range of 3-5% of cashflows from operations and total operating

expenses. In applying the high end of the range of the primary

benchmark, we have e.g. considered the other benchmarks. We have

also taken into account misstatements and/or possible misstatements

that in our opinion are material for the users of the financial

statements for qualitative reasons.

We agreed with the Supervisory Board that misstatements in excess of

€ 30,000, which are identified during the audit, would be reported to

them, as well as smaller misstatements that in our view must be

reported on qualitative grounds.

Scope of the group audit

Fastned is at the head of a group of entities. The financial information

of this group is included in the consolidated financial statements of

Fastned.

Our group audit mainly focused on significant group entities Fastned

B.V. and Fastned Deutschland Gmbh & Co. KG.

We have:

•performed audit procedures ourselves at group entities

Fastned B.V. and Fastned Deutschland GmbH & Co. KG.; and

•performed review procedures or specific audit procedures at

other group entities.

By performing the procedures mentioned above at group entities,

together with additional procedures at group level, we have been able

to obtain sufficient and appropriate audit evidence about the group's

financial information to provide an opinion about the consolidated

financial statements.

Our key audit matters

Key audit matters (“KAMs”) are those matters that, in our professional

judgement, were of most significance in our audit of the Financial

Statements. We have communicated the KAMs to the Supervisory

Board. The KAMs are not a comprehensive reflection of all matters

discussed.

These matters were addressed in the context of our audit of the

Financial Statements as a whole and in forming our opinion thereon,

and we do not provide a separate opinion on these matters.

135

Key audit matter

Audit approach

Going concern

Fastned operates in a developing market and management’s focus is on

raising additional capital to expand the network. We have identified a KAM

related to the going concern assumption as a result of the judgement

required to conclude there is not a material uncertainty related to this

assumption.

Fastned’s continued access to capital markets and its compliance with

existing obligations are relevant for the going concern basis of accounting.

The estimated future cash flows are based on the expectations and

estimates made by management. These expectations and estimates are

uncertain and e.g. include (i) the future volume of electricity (KWh) sold and

(ii) projected investment in stations.

Considering the available information at the date of this report,

management has concluded that the liquidity forecasts for the upcoming

12-18 months show adequate funds available for Fastned to continue as a

going concern. Management has disclosed its view on Fastned’s financial

position, the effects of COVID-19 and going concern in Note 1 of the

financial statements.

Our audit approach included obtaining and examining management’s business plan

and cash flow forecast for the years 2022 to 2024. This forecast was also used as a basis

for the discounted cash flow valuation model in the impairment assessment of the

charging stations (refer to separate KAM).

On 2 March 2021, Fastned successfully completed the issue of 1,875,000 new

depositary receipts (“DRs”). The new DRs were issued at a price of € 80 each, resulting

in gross proceeds of €150 million and increasing Fastned’s cash position.

In order to assess whether the going concern assumption is appropriately applied, we

challenged management’s assumptions used in the forecast period by considering

available evidence to support these assumptions. This included additional

considerations to assess the effect of COVID-19 including backtesting of

management’s 2021 COVID-19 scenarios.

We considered the projected cash flow from operating activities, the projections of the

revenue in combination with the (committed) cash flow from investing in new stations

in order to conclude on the appropriateness of using the going concern basis of

accounting in preparing the Financial Statements.

Furthermore, we evaluated the disclosures to the consolidated financial statements

based on the requirements of EU-IFRS.

Observation

We did not identify any reportable matters in (i) management’s conclusion that there

are no material uncertainties over Fastned’s ability to continue as a going concern and

(ii) the related disclosures.

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Valuation of property, plant and equipment, specifically the valuation

(impairment) of charging stations

Fastned’s evaluation of property, plant and equipment (“PP&E”) (as part of

the relevant cash generating units (“CGUs”) for impairment involves a

comparison of the recoverable amount of each CGU to its carrying amount.

Recoverable amount is defined as the higher of fair value less costs of

disposal and the value-in-use. Fastned used a discounted cash flow model

to determine the recoverable amount, which requires management to make

significant assumptions related to estimates of future cash flows. Given the

sensitivity of the recoverable amount to changes in the underlying key

assumptions, we consider this to represent a KAM.

The cash flow model is most sensitive for changes in the assumptions with

respect to (i) the weighted average cost of capital (“WACC”) and (ii) the

number of electric vehicles charging at Fastned (average KWh per session

and visits per stations per day). Changes in these assumptions have an

impact on the recoverable amount of a CGU.

The consolidated PP&E balance of Fastned amounts to EUR 71 million as at

December 31, 2021. No impairment charge relating to PP&E was recognized

for the year ended December 31, 2021.

Our audit procedures of the valuation of the charging stations included among others:

a.obtaining an understanding of key controls relating to the review and approval

of the impairment review;

b.testing the integrity and accuracy of the cash flow model and assessing that the

methodology used is consistent with IAS 36;

c.assessing the appropriateness of the growth rate of the cash flows (driven

primarily by the assumed growth in (i) average KWh per session and (ii) visits per

station per day) through comparison with external economic benchmarking

data with a particular focus on the impact of COVID-19 on those forecasts;

d.assessing the WACC used with the involvement of an auditor’s expert (our

internal valuation specialists);

e.performing a sensitivity analysis to determine the effect of the key assumptions

of the impairment test including the WACC and growth rate (average KWh per

session and visits per stations per day); and

f.assessing the completeness and accuracy of disclosures within the Financial

Statements in accordance with EU-IFRS.

Observation

We did not identify any reportable matters in management’s assessment of the

recoverability of PP&E and the corresponding disclosure in note 12.

Developing Control Environment

Fastned’s control environment is in a relatively early stage of development

and has not yet matured. As a result, there is a risk related to the design,

implementation and operating effectiveness of the (IT general) controls.

In such circumstances, where we do not rely on controls, our audit

response is to perform additional substantive audit procedures in order to

gain reasonable assurance over the balances reported in the financial

statements.

Given the impact of this matter on our audit approach, we have included it

as a KAM.

Our audit approach included an assessment of the controls that management relies on

for financial reporting. We involved our IT specialists to perform testing of IT general

controls. Where we were unable to place such reliance, we addressed the increased risk

by designing and performing substantive audit procedures (e.g. increased sample

sizes) to obtain sufficient audit evidence.

The impact of the identified deficiencies in internal control on our audit approach

included:

a.an assessment of rudimentary controls (e.g. segregation of duties, payment

authorization and relevant input controls); and

b.a fully substantive audit approach of revenues using an external confirmation of

purchased electricity from Fastned’s suppliers.

Furthermore, we verified that the developing control environment was addressed in the

‘In control and responsibility statements’ as included in the annual report.

Observation

We have communicated with the Audit Committee that we were unable to rely on

controls and therefore adopted a substantive audit approach. Our conversations with

the Audit Committee also included the impact of business growth on risks versus the

maturity of the control environment and the required level of skills and experience

within the Company. Overall, we have obtained sufficient and appropriate evidence in

response to the related financial reporting risks.

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Emphasis of the impact of the Russia/Ukraine-Crisis

The Russia/Ukraine-Crisis also impacts Fastned. Management

disclosed the estimated impact on financial performance and health

of Fastned including its plans to deal with these events or

circumstances in note 25 of the financial statements. Our opinion is

not modified in respect of this matter.

Consideration of fraud in the audit of the financial statement

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Description

Response

An auditor conducting an

audit in accordance with

Dutch Standards on

Auditing is responsible for

obtaining reasonable

assurance that the

Financial Statements taken

as a whole are free from

material misstatement,

whether caused by fraud or

error. Owing to the

inherent limitations of an

audit, there is an

unavoidable risk that some

material misstatements of

the Financial Statements

may not be detected. 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.

We have exercised

professional judgement

and have maintained

professional scepticism

throughout our audit in

identifying and assessing

the risks of material

misstatement of the

Financial Statements due

to fraud, designing and

performing audit

procedures responsive to

those risks, and obtaining

audit evidence that is

sufficient and appropriate

to provide a basis for our

opinion.

We performed the following procedures:

•In identifying potential risks of material misstatement due to fraud, we obtained an understanding of Fastned and its

environment, including its internal controls. We evaluated Fastned’s fraud risk assessment and made inquiries with

management, those charged with governance and others within Fastned. We evaluated several fraud risks factors to consider

whether those factors indicated a risk of material misstatement due to fraud.

•Following these procedures, and the presumed risks under the prevailing auditing standards, we considered the fraud risks in

relation to management override of controls, including evaluating whether there was evidence of bias by the Supervisory Board,

the Executive Board and other members of management, which may represent a risk of material misstatement due to fraud.

•We made inquiries of management, those charged with governance and others within Fastned regarding the risk of material

misstatements in the Financial Statements due to fraud, their process for identifying and responding to the risk of fraud, the

internal communication regarding their views on business practices and ethical behaviour and whether they have knowledge of

any actual, suspected or alleged fraud affecting the Company.

•We held discussions amongst team members to identify fraud risk factors and considered whether other information obtained

from our risk assessment procedures indicated risks of material misstatement due to fraud. Fraud risk factors identified include

among others:

•fraud, bribery and corruption;

•compliance with respect to environmental requirements; and

•compliance with permits/licenses.

•We evaluated whether unusual or unexpected relationships have been identified in performing analytical procedures, that may

indicate risks of material misstatement due to fraud.

•We involved forensic specialists, focused on our fraud and non-compliance risk assessment, inquiries with management, the

evaluation of the internal control environment and in determining the audit response.

•We determined overall responses to address the assessed risks of material misstatement due to fraud at the financial statement

level or at the assertion level by:

assigning and supervising personnel with the adequate knowledge, skills and ability;

•evaluating whether the selection and application of accounting policies by the Company, particularly those

related to subjective measurements and complex transactions, may be indicative of fraudulent financial

reporting;

•incorporating an element of unpredictability in the selection of the nature, timing and extent of our audit

procedures. Among others, these include the selection of journal entries while testing the appropriateness of

journal entries recorded in the general ledger and other adjustments made in the preparation of the Financial

Statements;

•evaluating whether the judgments and decisions made by management in making the accounting estimates

included in the Financial Statements indicate a possible bias that may represent a risk of material

misstatement due to fraud. Significant accounting judgements, estimates and assumptions that might have a

major impact on the Financial Statements are disclosed in note 3 of the consolidated financial statements.

Impairment testing of the PP&E and more specifically the charging stations, were focus areas in our audit, as

the related assumptions used are subject to significant management judgment. Reference is made to the

section “Our key audit matters”; and

•performing a retrospective review of management judgments and assumptions related to significant

accounting estimates such as assumptions used in the discounted cashflow model for impairment testing.

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Consideration of laws and regulations in the audit of financial statements

Description

Response

We are responsible for obtaining reasonable assurance

that the Financial Statements, taken as a whole, are free

from material misstatement, whether due to fraud or

error taking into account the applicable legal and

regulatory framework. However, we are not responsible

for preventing non-compliance and cannot be

expected to detect non-compliance with all laws and

regulations.

Owing to the inherent limitations of an audit, there is an

unavoidable risk that some material misstatements in

the Financial Statements may not be detected, even

though the audit is properly planned and performed in

accordance with the auditing standards. In the context

of laws and regulations, the potential effects of

inherent limitations on the auditor’s ability to detect

material misstatements are greater for such reasons as

the following:

•There are many laws and regulations, relating

principally to the operating aspects of an

entity, that typically do not affect the financial

statements and are not captured by the

entity’s information systems relevant to

financial reporting.

•Non-compliance may involve conduct

designed to conceal it, such as collusion,

forgery, deliberate failure to record

transactions, management override of

controls or intentional misrepresentations

being made to the auditor.

•Whether an act constitutes non-compliance is

ultimately a matter to be determined by a

court or other appropriate adjudicative body.

Ordinarily, the less directly non-compliance is linked to

the events and transactions reflected in the Financial

Statements, the less likely the auditor is to become

aware of it or to identify the non-compliance.

We performed the following procedures:

•As part of obtaining an understanding of Fastned and its environment we obtained a general

understanding of the legal and regulatory framework applicable to Fastned and the industry in

which it operates and how Fastned is complying with that framework.

•We assessed the laws and regulations relevant to the Company through discussion with

management, those charged with governance and others within Fastned. We have read

related minutes and reports. We involved our forensic specialists in our evaluation.

•We obtained sufficient appropriate audit evidence regarding provisions of those laws and

regulations generally recognized to have a direct effect on the determination of material

amounts and disclosures in the Financial Statements such as financial reporting regulations

and the requirements under EU-IFRS and Part 9 of Book 2 of the Dutch Civil Code.

•Apart from these, Fastned is subject to other laws and regulations where the consequences of

non-compliance could have a material effect on amounts and/or disclosures in the Financial

Statements, for instance, through imposing fines or litigation. In addition, we considered

relevant laws and regulations applicable to listed companies.

•Our procedures are more limited with respect to other laws and regulations that do not have a

direct effect on the determination of the amounts and disclosures in the Financial

Statements. These laws and regulations compliance may be fundamental to the operating

aspects of the business, to Fastned’s ability to continue its business, or to avoid material

penalties and therefore non-compliance with such laws and regulations may have a material

effect on the Financial Statements. Our responsibility is limited to undertaking specified audit

procedures to help identify non-compliance with those laws and regulations that may have a

material effect on the Financial Statements.

•Our procedures are limited to (i) inquiry of the Executive Board, the Supervisory Board and

others within Fastned as to whether the Company is in compliance with such laws and

regulations and (ii) inspecting correspondence, if any, with the relevant licensing or

regulatory authorities to help identify non-compliance with those laws and regulations that

may have a material effect on the Financial Statements.

•Naturally, we remained alert to the indications of (suspected) non-compliance throughout

the audit.

•Finally, we obtained written representations that all known instances of (suspected) fraud or

non-compliance with laws and regulations have been disclosed to us.

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REPORT ON THE OTHER INFORMATION INCLUDED IN THE ANNUAL REPORT

In addition to the Financial Statements and our auditor's report

thereon, the annual report contain other information that consists of:

•Management Board's Report; and

•Other Information as required by Part 9 of Book 2 of the Dutch

Civil Code.

Based on the following procedures performed, we conclude that the

other information:

•is consistent with the financial statements and does not

contain material misstatements; and

•contains the information as required by Part 9 of Book 2 of the

Dutch Civil Code.

We have read the other information. Based on our knowledge and

understanding obtained through our audit of the Financial Statements

or otherwise, we have considered whether the other information

contains material misstatements.

By performing these procedures, we comply with the requirements of

Part 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720.

The scope of the procedures performed is substantially less than the

scope of those performed in our audit of the Financial Statements.

Management is responsible for the preparation of the other

information, including the Management Board's Report in accordance

with Part 9 of Book 2 of the Dutch Civil Code.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

Engagement

We were first appointed by the annual meeting of shareholders as

auditor of Fastned on September 16, 2019, as of the audit for the year

2019 and have operated as statutory auditor ever since that financial

year.

No prohibited non-audit services

We have not provided prohibited non-audit services as referred to in

Article 5(1) of the EU Regulation on specific requirements regarding

statutory audit of public-interest entities.

European Single Electronic Reporting Format (“ESEF”)

Fastned has prepared its annual report in ESEF. The requirements for

this are set out in the Commission Delegated Regulation (EU) 2019/815

with regard to regulatory technical standards on the specification of a

single electronic reporting format (the “RTS on ESEF”).

In our opinion, the annual report, prepared in XHTML format, including

the partially marked-up consolidated financial statements, as included

in the reporting package by Fastned, complies in all material respects

with the RTS on ESEF.

Management is responsible for preparing the annual report including

the Financial Statements in accordance with RTS on ESEF, whereby

management combines the various components into a single

reporting package. Our responsibility is to obtain reasonable

assurance for our opinion whether the annual report in this reporting

package complies with the RTS on ESEF.

Our procedures, taking into account Alert 43 of the NBA (the

Netherlands Institute of Chartered Accountants), included amongst

others:

•obtaining an understanding of the Company’s financial

reporting process, including the preparation of the reporting

package;

•obtaining the reporting package and performing validations

to determine whether the reporting package containing the

Inline XBRL instance and the XBRL extension taxonomy files

has been prepared in accordance with the technical

specifications as included in the RTS on ESEF; and

•examining the information related to the consolidated

financial statements in the reporting package to determine

whether all required mark-ups have been applied and whether

these are in accordance with the RTS on ESEF.

DESCRIPTION OF RESPONSIBILITIES REGARDING THE FINANCIAL

STATEMENTS

Responsibilities of management and the supervisory board for the

Financial Statements

Management is responsible for the preparation and fair presentation

of the Financial Statements in accordance with EU-IFRS and Part 9 of

Book 2 of the Dutch Civil Code. Furthermore, management is

responsible for such internal control as management determines is

necessary to enable the preparation of the Financial Statements that

are free from material misstatement, whether due to fraud or error.

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As part of the preparation of the Financial Statements, management is

responsible for assessing the Company's ability to continue as a going

concern. Based on the financial reporting frameworks mentioned,

management should prepare the Financial Statements using the going

concern basis of accounting unless management either intends to

liquidate the Company or to cease operations, or has no realistic

alternative but to do so.

Management should disclose events and circumstances that may cast

significant doubt on the Company's ability to continue as a going

concern in the Financial Statements.

The supervisory board is responsible for overseeing the Company's

financial reporting process.

Our responsibilities for the audit of the financial statements

Our objective is to plan and perform the audit assignment in a manner

that allows us to obtain sufficient and appropriate audit evidence for

our opinion.

Our audit has been performed with a high, but not absolute, level of

assurance, which means we may not detect all material errors and

fraud during our audit.

Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be

expected to influence the economic decisions of users taken on the

basis of the Financial Statements. The materiality affects the nature,

timing and extent of our audit procedures and the evaluation of the

effect of identified misstatements on our opinion.

We have exercised professional judgement and have maintained

professional skepticism throughout the audit, in accordance with

Dutch Standards on Auditing, ethical requirements and independence

requirements. Our audit included among others:

•Identifying and assessing the risks of material misstatement of

the Financial Statements, whether due to fraud or error,

designing and performing audit procedures responsive to

those risks, and obtaining 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.

•Obtaining an understanding of internal control relevant to the

audit in order to design audit procedures that are appropriate

in the circumstances, but not for the purpose of expressing an

opinion on the effectiveness of the Company's internal

control.

•Evaluating the appropriateness of accounting policies used

and the reasonableness of accounting estimates and related

disclosures made by management.

•Concluding on the appropriateness of management's use of

the going concern basis of accounting, and based on the audit

evidence obtained, whether a material uncertainty exists

related to events or conditions that may cast significant doubt

on the Company's ability to continue as a going concern. If we

conclude that a material uncertainty exists, we are required to

draw attention in our auditor's report to the related

disclosures in the financial statements or, if such disclosures

are inadequate, to modify our opinion. Our conclusions are

based on the audit evidence obtained up to the date of our

auditor's report. However, future events or conditions may

cause a company to cease to continue as a going concern.

•Evaluating the overall presentation, structure and content of

the Financial Statements, including the disclosures.

•Evaluating whether the Financial Statements represent the

underlying transactions and events in a manner that achieves

fair presentation.

Because we are ultimately responsible for the opinion, we are also

responsible for directing, supervising and performing the group audit.

In this respect we have determined the nature and extent of the audit

procedures to be carried out for group entities. Decisive were the size

and/or the risk profile of the group entities or operations. On this

basis, we selected group entities for which an audit or review had to

be carried out on the complete set of financial information or specific

items.

We communicate with the supervisory board regarding, among other

matters, the planned scope and timing of the audit and significant

audit findings, including any significant findings in internal control

that we identified during our audit. In this respect we also submit an

additional report to the audit committee in accordance with Article 11

of the EU Regulation on specific requirements regarding statutory

audit of public-interest entities. The information included in this

additional report is consistent with our audit opinion in this auditor's

report.

We provide the supervisory board with a statement that we have

complied with relevant ethical requirements regarding independence,

and to communicate with them all relationships and other matters that

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may reasonably be thought to bear on our independence, and where

applicable, related safeguards.

From the matters communicated with the supervisory board, we

determine the KAMs: those matters that were of most significance in

the audit of the Financial Statements. We describe these matters in

our auditor's report unless law or regulation precludes public

disclosure about the matter or when, in extremely rare circumstances,

not communicating the matter is in the public interest.

Rotterdam, March 28, 2022

Deloitte Accountants B.V.

Initial for identification purposes:

Signed on the original: J.A. de Bruin

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Cautionary statement

This document may contain forward-looking statements. Words such

as ‘will’, ‘aim’, ‘expects’, ‘anticipates’, ‘intends’, ‘looks’, ‘believes’,

‘vision’, or the negative of these terms and other similar expressions of

future performance or results, and their negatives, are intended to

identify such forward-looking statements. These forward-looking

statements are based upon current expectations and assumptions

regarding anticipated developments and other factors affecting

Fastned (the “Group”). They are not historical facts, nor are they

guarantees of future performance.

Because these forward-looking statements involve risks and

uncertainties, there are important factors that could cause actual

results to differ materially from those expressed or implied by these

forward-looking statements. Among other risks and uncertainties, the

material or principal factors which could cause actual results to differ

materially are: the adoption of BEVs in the Netherlands and other

countries, the Fastned brand not meeting consumer preferences;

Fastned’s ability to innovate and remain competitive; Fastned’s

investment choices; customer relationships; the recruitment and

retention of talented employees; disruptions in its supply chain; the

cost of raw materials (electricity); secure and reliable IT infrastructure;

successful execution of business transformation projects; economic

and political risks and natural disasters; financial risks; failure to meet

high and ethical standards; and managing regulatory, tax and legal

matters.

These forward-looking statements speak only as of the date of this

Annual Report. Except as required by any applicable law or regulation,

the Group expressly disclaims any obligation or undertaking to release

publicly any updates or revisions to any forward-looking statements

contained herein to reflect any change in the Group’s expectations

with regard thereto or any change in events, conditions or

circumstances on which any such statement is based.

Further details of potential risks and uncertainties affecting the Group

are described in the Group’s filings with Euronext.

This report is not prepared in accordance with US GAAP and should

not therefore be relied upon by readers as such.

In addition, a printed copy of the Annual Report is available, free of

charge, upon request to Fastned, Investor Relations Department,

James Wattstraat 77R, 1097 DL Amsterdam, the Netherlands.

This report comprises regulated information within the meaning of

Sections 1:1 and 5:25c of the Act on Financial Supervision (“Wet op het

financieel toezicht (Wft)”) in the Netherlands.

The brand names shown in this report are trademarks owned by or

licensed to companies within the Group.

References in this report to information on websites (and/or social

media sites) are included as an aid to their location and such

information is not incorporated in, and does not form part of, the

Annual Report and Accounts 2021 with the exception of the

explanations and disclaimers which is incorporated into the Auditors’

Reports in the Annual Report and Accounts 2021 as if set out in full.

Designed and produced by Fastned.

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