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Table of Contents
Key figures
Our strategy in a nutshell
Business Review
Business & Market Outlook
Expanding our European Network
Delivering the Best Charging Experience
Our Team & Culture
Sustainability
Financial Review
Corporate Governance
Remuneration report
Supervisory Board report
Members of the FAST Board
Members of the Supervisory Board
Members of the Management Board
In control and responsibility statements
This copy of the annual report of Fastned B.V. for the year 2022 is not in the
ESEF-format as specified by the European Commission in Regulatory
Technical Standard on ESEF (Regulation (EU) 2019/815). The ESEF reporting
package is available at https://fastnedcharging.com/hq/nl/rapportages-
presentaties/
In conversation with our CEO
In 2022, energy was a central theme in many ways. The war in Ukraine
accelerated the price increase of fossil fuels, which had already started in 2021.
The energy crisis that followed resulted in inflation levels that were
unprecedented in Europe and beyond. Despite skyrocketing energy prices and
wavering consumer confidence, Fastned continued its growth path and reached
new milestones, selling more green energy than ever before. In this
conversation, we look back at a turbulent year, discuss highlights and
challenges, and look ahead at how Fastned plays a key role in the growing
European charging industry.
Michiel, looking back at 2022, what stood out most?
The energy crisis and the unprecedented inflation levels that followed clearly
put a stamp on the economies in Europe and beyond. Governments, businesses
and citizens realised more than ever the importance of becoming less
dependent on fossil fuels. Conserving energy and investing in renewable energy
sources became top of mind for many.
Even though we're selling energy from renewable sources, our business was not
immune to the energy crisis, as the commodity prices of the clean energy we
sell were just as volatile as those of fossil fuels. Yet it did not slow down our
business, and I look back with pride at a year in which we again made big steps
towards realising our mission of accelerating the transition to sustainable
mobility. The company grew rapidly on all levels. We opened a record number of
59 new stations across all markets, welcoming an exponentially growing number
of customers. We also upgraded many existing stations, preparing them for
strong future growth in demand for fast charging. At the end of the year, we had
over 1,200 chargers in operation.
Only a year ago, I was proud to say that we crossed the mark of one million
charging sessions. In 2022, customers charged their electric cars 2.32 million
times at our stations!
Obviously, a lot of work was done to make that happen. The growth of our
organisation continued, with 60 people joining the team. Hiring more talent is
crucial in further increasing the pace of adding new stations to our network,
from network developers and architects to construction managers,
maintenance staff and software engineers.
At the end of the year, Fastned employed 159 highly motivated people from over
35 different nationalities. They all want to contribute to our mission. Even in
times when labour markets are tight, each month, people join our team because
they want to work for an employer that takes a leading role in accelerating the
Fastned | 2022 Annual Report
7
energy transition. Seeing all these people working together, speeding up the
rollout of our network of fast charging stations across Europe to give freedom
to electric drivers, inspires me every day.
Investing in the future growth of the company also requires big financial
investments. The funding climate was challenging in 2022, yet you secured
more funding. How did you do that?
In 2021, Fastned raised 150 million euro in equity, which enabled us to scale up
fast and increase the current growth of the company. To finance growth in the
coming years, we needed to attract new investments and to do that, we
organised our first capital markets day, which we called 'Charging Day'.
Together with Victor, our CFO, and the Executive Team, we presented the
Fastned strategy to a wide range of investors during an online event. The event
took place in June, but it’s still watched regularly by potential investors. In
October, Schroders Capital’s infrastructure fund invested 75 million euro in
Fastned, a clear signal that our strategy is convincing to large institutional
investors. This 10% stake in our company, together with a new bond issuance,
completed the funding for our construction plans up until year end 2024.
Let’s look at the financial results during the year. You mentioned Fastned
wasn’t immune to the energy crisis, did it impact your margins in 2022?
In response to the volatile energy prices, we started a more flexible pricing
strategy where we reassess our prices regularly and adapt them when
necessary. By responding quickly to changing market circumstances, we were
able to largely maintain our gross margin: the gross profit per kWh only
decreased by 5% to an average of 39 cents per kWh.
The price increases did not have a noticeable effect on our sales. It proves the
resilience of our business model: drivers continue to fast-charge, even when
prices increase. We want to ensure fair pricing while maintaining a healthy
margin and follow the developments in the commodity markets closely. In early
2023 we were able to lower prices in most of our markets.
All in all, our revenue from charging almost tripled in 2022, largely because of
higher volumes. The sale of electric cars again grew strongly last year. This
growing number of electric drivers charged at more Fastned stations, using
more chargers, thus leading to an increase in energy sold of 148%. It’s only the
beginning: while electric car sales in our European markets are rising quickly, the
percentage of electric cars in the total European car fleet is still very low, rising
from 2% to 2.9%. In the coming decades, millions of new electric vehicles will hit
the roads.
That will require sufficient charging infrastructure. Are countries doing enough
to prepare the roads for all these expected electric vehicles?
Most countries realise a lot needs to be done. In France, for instance, motorway
operators used a tender system to select charging companies that will build the
charging infrastructure along the French motorway network. Fastned won 23
locations last year and, thanks to our decade-long experience, we were able to
open no less than 59 stations before the year was over, including two stations
north of Paris, with 16 chargers each, our largest stations ever built!
In Germany, the government introduced the 'Deutschlandnetz' programme, an
initiative that aims to establish full coverage of fast charging infrastructure
across the country. Fastned is closely following these developments and we
expect to hear later this year what that means for the growth of our network in
Germany.
The Netherlands has been a front-runner for a long time, introducing fast
charging along its highways via a tender system more than 10 years ago. This
resulted in one of the most advanced fast charging networks in Europe, thanks
to Fastned seizing the opportunity to start building stations many years ago
when not many saw the need for electric charging. Late last year, the Dutch
government announced bold plans to ensure a smooth transition from petrol
stations to charging stations in the coming decades. We applaud these
measures as they show that the Dutch government clearly supports the
transition to electric mobility.
Fastned’s network currently covers six countries, and we are preparing entry
into new markets. We have a lot of experience advising authorities at local and
national levels on how to create the best conditions for building the
infrastructure and adhering to EU regulations that require a charging station
every 60 kilometres.
Fastned wants to build one thousand stations before 2030.
How are you progressing on that front?
In 2022, we obtained 50 new locations to build a charging station. At the end of
2022, we had 244 stations in operation and another 132 locations in
development. Obtaining more locations to make sure we have a pipeline of new
sites is key to our strategy, and we do this in multiple ways. We are constantly
participating in multiple tenders to secure locations along public motorways. At
the same time, we look for high-traffic locations on private land. For instance, in
the UK, where we developed partnerships with private landowners and secured
eight new sites. We’re expanding our team of network developers in existing
and new markets to speed up this process.
Fastned | 2022 Annual Report
8
You are aiming for 1,000 charging stations before 2030. That means you have
to speed up your building pace further. Is that realistic?
We’re building up the pipeline, and we’re speeding up construction. In 2022, we
built a record number of 59 stations, and the pace is going up. With more
people on board and a streamlined building process in place, we aim to
accelerate our build pace. We can do this because we’ve built strong design and
construction teams that are involved every step of the way: From designing the
station to fit the local requirements, to building it together with our suppliers
with whom we have long-term relationships, and also connecting it to the
electricity supply.
The energy crisis speeds up the electrification trend. This comes with new
challenges, such as increased pressure on electricity grids. Grid connections
are obviously crucial when rolling out your network of charging stations. Is this
a bottleneck in your growth plans?
In the Netherlands, distribution network operators have difficulty keeping up
with the growing demand for electricity from new housing and industries
converting to electricity. This sometimes puts a limit to new connections to the
distribution network. As the trend of electrification is happening throughout
Europe, we expect - depending on the speed of transition - to see similar issues
in other countries in the future. In reaction to this trend we are applying for new
grid connections at even earlier stages in our planning, and grid connections
have become a more important component of the overall planning process.
What does it mean to our growth plans? Well, in some cases we are
experiencing delays of up to a year or more, but when looking at the entire
development portfolio, the impact remains limited. And don’t forget, in the
Netherlands, we already have more than 150 stations connected to the grid,
which puts us at a clear advantage over new entrants to the market.
In recent years more players have entered the market and competition is
growing. How can you stay ahead of the game?
First of all, new players are entering the market, but that same market is growing
exponentially, so from that perspective, competition is not getting more
intense. And we have a clear advantage over those new entrants. Fastned
started a decade ago with building the first stations. Over the years we
continuously improved our charging concept based on our experience with
customers and suppliers. From station design to customer care and
maintenance, we’re best in class. Together, all these elements make up one of
the best charging concepts in the market. Last year’s study we did on Google
location review data showed that Fastned ranks best. In addition, we won
valuable awards in three different markets as customers recognise Fastned
offers a charging experience that’s much more than a single charger on a
parking lot. And we will make it even better in the years to come.
So all things considered, you're optimistic about the future?
The future of driving is electric, and Fastned is a leader in the charging industry.
In the last years, we’ve prepared our organisation for the growth to come and we
continue to do so. We’ve shown that we can speed up the rollout of our network
and we’re taking this even further. Everyone at Fastned is committed to
contributing to our success and committed to our mission. So yes, I’m
optimistic!
I look at the energy crisis through a positive lens as well. While some fear the
current high energy prices could slow down the energy transition, I see
increased momentum with governments, businesses and citizens alike backing
the shift to clean, renewable energy. Looking back at this challenging period, I
hope we can conclude that it helped boost the transition to sustainable energy,
bringing us closer to a fossil fuel-free world.
Michiel Langezaal
CEO
Fastned | 2022 Annual Report
9
Our mission and
strategy
Climate change is one of the biggest challenges that
humanity now faces, and its consequences are
devastating. One of the important root causes is driving
cars with internal combustion engines that emit CO2 in
our atmosphere.
In 2012, Bart Lubbers and Michiel Langezaal were
convinced that electric mobility needed to be
accelerated to address this issue, and that it would only
happen when charging becomes hassle-free and
available to all. They were convinced that electric
mobility was the future and that Europe needed a fast
charging network. However, back then, not many people
shared that same conviction. In fact, people didn’t want
to invest in charging infrastructure until the number of
electric cars on the road would be much larger. Hence,
we faced the chicken-and-egg problem, and Fastned
was founded to address this situation. The company
recognised the significant value of investing early in
charging stations in great locations for the future.
Our mission
Fastned wants to give freedom to electric drivers and
accelerate the transition to electric mobility. On our
horizon we see a Fastned network of a thousand stations
across Europe, where we sell only energy from renewable
sources like the sun and wind.
We are at Day 1 of an exponentially
growing charging market
When Fastned was started more than 10 years ago, many
people were questioning whether electric cars were the
future. Today, we can safely say that the shift to electric
cars is unstoppable. The demand for battery electric
vehicles (BEVs) - measured in BEV sales - has been
breaking records year after year. You can learn more
about this in our Market Outlook section, where we share
four important trends that indicate the transition is
expected to speed up. And speed up, it will. Around 20%
of new cars sold in our markets are electric, therefore the
percentage of electric cars in the entire car fleet on the
roads will grow even faster, from only 1-2% today to large
numbers in the next few years.
This is why the charging market will be a growth market
for several decades to come, and that’s why we take a
long term perspective on it.
Fast charging will be the fastest growing market
segment
Where will all those electric cars charge? Most of the
early EV drivers charged mainly at home, but when, over
time, all cars transition to electric, the majority of drivers
will not have a driveway. They will require public
infrastructure to refill their batteries.
We believe in the construction of large, scalable fast
charging stations where hundreds of vehicles can charge
each day. AC (or slow) charging alone cannot be the
solution, as one slow charging pole can only service a
handful of EVs. So the need for fast charging is
accelerating even faster than the charging market as a
whole.
Moreover, the car industry’s rapid development in
producing batteries that are bigger and faster to charge
makes fast charging even more attractive every year.
Location, location, location
Now that we know fast charging is key to the charging
market, we need to ask ourselves a key question: where
should these fast charging stations be located?
Fastned aims for high-traffic locations where we can
build large stations that are clearly visible from the road
so drivers, as well as future customers, know where they
can charge. Our yellow solar canopies and strong
branding are crucial in this. There should also be room to
grow to accommodate the increasing number of
customers in years to come, ultimately servicing
hundreds of cars each day.
Competitive tenders to accelerate the energy
transition
These locations are often found at motorway service
areas. In Europe, these are most often owned by
governments that grant concessions to charging
companies. Our decade-long experience has taught us
that competitive tenders are the best way to grant
concessions. They allow all parties interested in
investing in the energy transition to participate, and this
leads to a faster realisation of larger stations. That’s why
we advise governments across Europe to start tender
procedures to roll out their charging infrastructure.
Fastned has built an unparalleled track record of winning
above 20% of tender lots.
But not all locations are public. We estimate that there
are some hundred thousand petrol stations in Europe,
and that there will be around a hundred thousand fast
charging stations in two decades from now. Around
10,000 are at A+ locations. These are the locations we
seek, and we expect that the owners of these sites will
choose their charging concepts in the coming decade.
With the best charging concept in the market, Fastned
should be very well-positioned to partner with them.
Learn more about how Fastned has been successful at
acquiring locations through tenders and individual
transactions in 2022 in Chapter 3.
The best charging experience
Fastned started a decade ago with acquiring the permits
for the first charging stations, building our first stations,
developing a software backbone on which we run our
charging infrastructure and much, much more. In the
following years, we learned from our customers and
continuously improved our charging concept by
implementing new station designs and adding and
improving services like the Fastned App and Autocharge.
Read more about how we work to perfect our charging
experience in Chapter 4.
Together, these elements make up one of the best
charging concepts in the market. As a testament to our
efforts, we received the highest Google rating in the
market and won three valuable awards in 2022. We value
the recognition from our customers and the industry
highly, since everyday we set out to have the best
charging experience. This recognition also helps us win
concession tenders and individual deals with private
landowners that increasingly see the importance of a
great charging concept.
Fastned is uniquely positioned
Thus, we believe fast charging is a very attractive
segment of the charging market. This is why, over the last
decade, we have worked hard to put in place what we
believe are the fundamentals for a thriving fast charging
business.
This makes Fastned uniquely positioned to take
advantage of the exponentially growing number of
electric vehicles we will see on the roads in the years to
come.
Fastned | 2022 Annual Report
11
We are convinced, at Fastned, that the future is electric. This is why, in the last
decade, we’ve prepared our organisation for the growth to come, and we
continue to do so. In 2022, we’ve shown that we can speed up the rollout of our
network and therefore give more power to our mission: building the
infrastructure to give freedom to EV drivers.
The shift to electric is confirmed
In 2022, despite the effects of the energy crisis, we managed to deliver more
than twice the amount of electricity to our customers in 2022 compared to
2021.
As in previous years, the most important driver for this growth is the
accelerating shift towards electric vehicles and new regulations in favour of the
transition. More electric vehicles driving around means more demand for
charging. In 2022, 23% more electric kilometres were driven in Europe1
compared to 2021, and in the Netherlands, the share of public charging
increased in the mix, as home charging decreased from 51% in 2021 to 42% in
20222.
With electric vehicle sales as a percentage of new cars sold at over 10% in
Europe in 2022 (Netherlands - 23%, UK - 16.6%, Germany - 17.7%, France 13.3%),
we can confidently say that the future is electric, and that this future has begun.
Government regulations, increasing numbers of electric vehicles, advances in
battery technology, growing consumer preference and better charging
infrastructure continued to be the key drivers behind this transition.
Our performance in 2022 followed in the same direction: our revenue almost
tripled, the number of active customers grew by 96% compared to 2021, and we
registered more than 2.32 million charging sessions (+114% vs 2021). We also
exceeded our record of 27 'best days ever' in terms of volume of energy sold.
Charging Day: our first capital markets day
As a result of Fastned's growth and positive results, we set ambitions and
financial targets for the coming years. In order to present them to investors and
analysts, we held our first capital markets day, a virtual event3, in June 2022,
during which members of the Executive Team elaborated on the company’s
business model and strategic direction.
Significant investments to pursue our future growth
The success of our capital markets day combined with Fastned's strong
performance led to exciting investment opportunities. In October 2022,
Fastned announced a 75 million euro private placement with the infrastructure
fund of global asset manager Schroders Capital, giving the new investor a 10.6%
share in Fastned's capital. This long-term strategic investment helps fund
Fastned's future network. It's also a clear signal that Fastned's strategy is
convincing to large institutional investors.
Schroders Capital is represented on Fastned's Supervisory Board by Jérôme
Janssen. In this role, he will bring his expertise and experience in investing in
the infrastructure sector, with a particular focus on energy transition.
During the year, Fastned also raised additional funding through two rounds of
bonds issuances in May and December, raising respectively 23 million euro and
13 million euro. Both bonds pay 5% interest and have a maturity of 4.5 years.
Holders of Fastned bonds bought before April 2019 could extend their
investment by exchanging those bonds for bonds in the new issue.
Given market developments, Fastned will continue to invest along three axes:
more stations, with more and faster chargers. The capital raised in 2022 allows
us to play a significant role in supporting the realisation of a European-wide fast
charging network.
Fastned | 2022 Annual Report
13
1 https://static1.squarespace.com/static/5e4f9d80c0af800afd6a8048/t/626182c7e90e1d1701a7e65b/1650557649212/ChargeUpEurope_StateoftheIndustry_2022.pdf
2 https://www.evrijders.nl/uploads/editor/Nationaal-Laadonderzoek-2022.pdf
3 https://fastnedcharging.com/hq/charging-day/
Designed to scale
The key to growth for Fastned is having fast charging capacity available at high
traffic locations and to cater to rapidly growing demand. With the market
accelerating, investment in the capacity to keep up with growth is crucial. High
station utilisations are good for business (unit economics) but they do signal a
need of expansion to enable future growth.
As our top 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 more than seven hours per day.
To ensure we are delivering the best service, we keep on upgrading and
expanding our stations.
In the last quarter of 2022, with 1,237 chargers operational (2021: 759), the
average utilisation of our network stood at 13.2% (2021: 10.4%). Moreover, 71% of
our stations now have 300kW chargers, allowing all cars equipped with high-
speed charging technology to charge very rapidly. Faster charging allows us to
deliver more kWh with the same utilisation whilst improving the customer
experience, making it an important growth factor. As a result, during the fourth
quarter, we hit a milestone of two million successfully launched charging
sessions since 1 January, 2022.
Also in 2022, we deployed and upgraded our network at a pace never met
before. We were able to reach those record-breaking numbers while facing the
energy crisis and coronavirus pandemic, thanks to thorough preparation of the
organisation at all levels in the years before. 
Other steps in the construction process can have impact on the speed of our
network expansion in terms of time and effort, such as grid connections. These
are becoming more difficult to obtain due to the energy transition efforts. One
of the ways we try to mitigate this risk is by applying for them before
construction begins.
However, we stay focused on accelerating towards our goal of 1,000 stations in
our network before 2030 by developing a strong portfolio of locations,
diversifying our supply chain and applying for permits and grid connections well
in advance so we can deliver electric freedom to our customers.
A new Executive team
To support the growth of the company and reinforce the base to accelerate the
pace of the network roll-out, a new Executive Team was introduced in 2022. This
new leadership organisation is composed of professionals of different
backgrounds, bringing their expertise and years of experience to Fastned's
growing operations. Divided into two main streams 'Delivery' and 'Pipeline', the
Executive Team covers the following business aspects:
•Commercial
•Operations & Analytics
•Product & Engineering
•Construction Management
•Location Design
•Network Development
The Executive Team is supervised by the CEO and the CFO, who remain the
authority when it comes to decision making.
Building a community around electric mobility
While Fastned's internal community and leadership team were reinforced in
2022, actions were taken to enlarge our external community around our
mission, giving freedom to EV drivers and accelerating the transition to electric
mobility.
Because the second part of our mission statement, 'accelerate the transition', is
as important as the first one, we like to engage in conversations with all kinds of
stakeholders and we do not hesitate to question the status quo. For example, in
2022, we launched 'Confessions of a Petroholic', a podcast miniseries featuring
leading figures in the European EV community. These EV pioneers shared their
personal journeys from petrol cars to electric vehicles, and tips for inspiring the
next generation of EV drivers. We distilled the interviews into a scripted
podcast that followed protagonist Miles Dawson's transition from a 'petrol
head' to an EV driver as a guide for those considering making the switch to
electric mobility.
Fastned | 2022 Annual Report
14
We love to meet with people and we learn from these encounters: drivers’
expectations, new innovations and even commercial opportunities. Inspired by
this dynamic, Fastned participated in several external events in 2022 including
Fully Charged (Amsterdam, May) and the EV Experience (Zandvoort,
September), engaging both B2B and B2C audiences with a focus on brand
awareness and public affairs.
Being proactively cooperative and aware of our business environment brings
partnership opportunities. In 2022, Fastned and charger manufacturer EVBox
launched a pilot to try out of one of the first 400kW chargers in Europe at one of
our Dutch stations and gathered customer feedback to improve the charger's
abilities.
The Commercial Team also works to create synergies with car manufacturers.
Our team tests most new EVs coming to market and, as a result, we are able to
create battery charging curves for customers, provide new information for our
support team and test new charging functionalities. We also collaborated with
innovative car brands to offer customer test drives at our stations. We plan to
participate in these kinds of research and collaboration opportunities in all of
our markets as they become available.
Moreover, in 2022 Fastned added 13 more contracts with charge card providers,
bringing the total to 51. We believe in the direct relationships between Fastned
and charge card providers to secure smooth session starting and payment
processes for our customers.
Our mission to accelerate the transition to electric mobility is shared with many
EV enthusiasts. We value these communities and partnerships highly and are
committed to build on them. Fastned is also part of thought groups
representing the electric mobility industry, contributing to shaping tomorrow's
charging infrastructure.
.
Fastned | 2022 Annual Report
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In 2022, electric vehicle sales continued to accelerate in our markets, and
renewable electricity generated in Europe exceeded its previous records,
despite two years of corona pandemic and an energy crisis. These confirmed
the energy transition is here for good. To offer EV drivers fast charging
infrastructure in the right place at the right time, we advocate for fair and
transparent tenders, especially on highway networks. This allows us to build
large stations at high-traffic locations, essential to enable people to drive
wherever they want to go.
Electricity from renewable sources
Fastned only provides electricity coming from the sun and the wind. In 2022,
despite complexities due to the energy crisis, the EU generated more solar
energy than ever, exceeding fossil gas by 2% and reaching 39TWh (+24%
compared to 2021). Many EU countries are clearly showing their willingness to
act in favour of the development of renewable energy, an approach supported
by Fastned. Germany, France and the Netherlands are leading developers of
solar generation capacity in Europe with a 25% increase in 2022. The Dutch
produced 14%4 of their own power from solar, surpassing coal-generated
energy production. These are encouraging developments in times when energy
markets are tensed since the start of the war in Ukraine
Impact of the war in Ukraine
The Russian invasion of Ukraine and the war that followed between the two
countries are a tragedy for the people of Ukraine. They also caused disruption to
business and economic activity in the region and around the world. Fastned is
not active in Ukraine, Russia or neighbouring Belarus, nor does it directly or
indirectly source critical materials from the region. However, the war impacted
the energy markets and the economic climate in Europe as a whole. This crisis
has caused increased volatility in wholesale market electricity prices. Another
effect of the war is increased station construction costs due to raw material
price and labour cost increases. In the end, the crisis had a very limited impact
on our station rollout pace until now.
Impact of volatile energy markets
As mentioned above, the war between Russia and Ukraine resulted in highly
volatile energy markets and electricity prices that skyrocketed. Fastned, like
many charging providers, needed to rethink its energy procurement and pricing
strategy.
To continue running a sustainable business and providing the best fast charging
service while expanding our network, we increased our prices in August 2022.
We shared this decision via a public price change announcement.
We review energy prices on a monthly basis and adapt our pricing accordingly,
increasing the price when we have to, and decreasing it when we can. Our
approach resulted in six price changes through the end of the year, in one or
more of our markets.
As transparency is one of Fastned's key guiding principles, we used all channels
available to communicate upcoming price changes to our customers. We
experienced no volume drops as a consequence of these changes. The low price
elasticity shows the strength of our concept in a developing market.
Electricity purchase prices on the wholesale market
in the Netherlands since January 2020
Fastned | 2022 Annual Report
17
4 EMBER, European Electricity Review 2023: https://ember-climate.org/insights/research/european-electricity-review-2023/#supporting-material-downloads
Market Outlook
We have managed to stay flexible in 2022 despite the tension felt around the
world during the year. Our market outlook remains very positive as the transition
to electric mobility is becoming increasingly dynamic. We see four main market
trends:
•Government regulation and support: the EU has agreed to phase out the
sale of new fossil fuel cars by 2035. It guarantees a transition away from
internal combustion engine vehicles, favouring electric vehicles. For
example, France announced financial support for households to shift
from petrol to electric vehicles.
•Increasing supply of electric vehicles: car manufacturers are ramping up
production capacity to comply with regulations and to react to
competitive pressure.
•Growing consumer preference: electric cars are becoming more
attractive due to longer ranges and a wider selection of models.
•Increasing charging speed, bigger and cheaper batteries, and better
infrastructure: these reduce (or eliminate) range anxiety, making
electric vehicles more attractive.
And, as driving an electric vehicle becomes more mainstream, we increasingly
see adoption in urban areas where people cannot install home chargers. As a
result, more drivers depend on public charging infrastructure including large,
fast charging stations to fulfil their charging needs.
To accelerate this transition for all EV drivers, our mission is to provide the
charging infrastructure that allows them to move freely and take more, longer
trips. Large fast charging stations at high-traffic locations are key to enabling a
large-scale and successful shift to electric mobility. Our business model,
building scalable stations, is the answer to the growing charging demand as the
shift continues and supports the electric revolution ahead of us.
As Frans Timmermans, European Commission Vice-President and responsible
for the Green Deal, said: 'The era of cheap fossil fuel is over. For good. It will not
come back'.
Fastned | 2022 Annual Report
18
You started at Fastned in 2022, assuming the role of Commercial Director.
Can you tell us more about your decision?
Indeed, I started at Fastned in March 2022. I was living in Vienna with my family
when I saw the announcement of the vacancy. I have been closely following
Fastned for some years because the company intrigued me. The builder
mentality very much coincided with my own values. In order to make the
transition to electric mobility work, one needs to get going and build the
infrastructure. The fact that Fastned started already 10 years ago with only a
handful of electric vehicles on the roads was both smart and brave. Having
worked for some great brands and businesses, I wanted to support Fastned in
further building the organisation. Fastned ticked some interesting boxes:
mission-driven, exponential growth with room for creativity in the commercial
process, in touch with reality and … Dutch. This last piece was important as we
were thinking about returning to the Netherlands.
What were the focus areas for the Commercial team this year?
Building our brand presence, engaging and educating different groups of
people, and continuously improving the customer experience have been on our
radar for the full year. These topics will stay in focus for the coming period as
well. We want to make the transition to electric mobility as easy as possible, we
want people to feel good about charging at Fastned, and we want to support
people who want to make the transition to e-mobility.
In 2022 we did that, amongst other things, by participating in some industry
events. These are great opportunities to meet our customers, other industry
leaders, location owners and other stakeholders. One event in particular was our
capital markets day: called 'Charging Day' we explained our vision and strategy
to (potential) investors. We also initiated and executed several projects to make
the charging experience better and to help navigate to our locations more
easily. Furthermore, we worked on our brand, built an engaged community on
social media and ran a first campaign called ‘Confessions of a Petroholic’ to
support everyone to choose an electric vehicle.
The year 2022 was also the year of the war in Ukraine with terrible human
consequences and the energy crisis. The commercial team has worked on our
energy procurement and pricing strategy to navigate through the volatile
market.
We want to set a transparent and fair price for our customers. When we promise
transparency and fairness, we mean that we will increase prices when we have to
and lower them when we can. And we have been doing so, adapting prices
depending on the country and communicating very clearly on all our platforms:
mobile app, website, chargers and social media. In 2022, we made several price
changes in a relatively short period of time, which did not negatively impact our
volumes.
A closing word about Fastned’s brand?
The Fastned brand is a strong brand, built over the years. Our iconic yellow
canopy and best-in-class reliability have been core to our brand. This year, we
have worked on the more intangible aspects of the brand. 'Why is Fastned here?'
What would we like people to think, feel and do when thinking about us? We
want people in all European countries to know us and know what we stand for.
Brands are such a catalyst for growth. Our brand helps to engage people with
our mission, navigating strategic choices and feeds in and out of the
organisation’s culture. In a fast-growing organisation like ours, it is important to
make people part of the brand so that in everything they do, they know why their
role is so important. The brand is also crucial for EV drivers to find their way to
our stations. We want to be the brand they think of when opening their
navigation tool to find a place to charge their car, and we want them to feel
good about all aspects of the charging experience.
Fastned | 2022 Annual Report
19
The development of a pipeline of high-quality charging station locations is key
to giving people confidence to drive an EV without range anxiety. We do our
part by vying for new locations via tender processes, collaborating with
private landowners, growing our location pipeline and securing top-quality
materials from suppliers to build our award-winning stations.
Building the infrastructure via public tenders
To realise our network of large and scalable stations, we need to secure large
plots of land situated directly along high-traffic roads. These locations, such as
motorway service areas, are usually owned or regulated by governments, and
parts of them are leased out to petrol stations.
Since we started our operations in the Netherlands in 2012, we have been
advocating for public tender procedures that ensure fair competition and equal
market access to the charging market. We are convinced that transparent
competitive tenders are best in making sure the best party wins, the best
infrastructure for the electric driver is realised and the energy transition is
accelerated. Some countries have already launched large-scale public tenders
on their highway networks and these provide great opportunities to Fastned.
Others are still working on such a system and could benefit from the knowledge
we have build on tenders over the past years. Hence we often are asked by
authorities to provide our view on how to realise fast charging infrastructure in
the public domain.
Acquiring more sites through tenders
Fastned has an unparalleled track record when it comes to winning public
tenders. During 2022, we strengthened our presence along French highways,
with the acquisition of 25 highway sites, and also in Switzerland, where we
acquired rights to three additional locations situated at highway exits from the
federal road office FEDRO. This brings the total number of locations that
Fastned is developing in collaboration with highway networks to 268.
Our success in winning tenders launched by both public and private highway
operators proves that Fastned’s concept is a reliable, customer-friendly and
scalable solution for on-the-go charging.
Tender systems are not only the most effective way to get access to highway
locations for companies such as Fastned. They also result in a more dense
charging network. We see that in markets with open and competitive access to
highway locations via tenders, the charging infrastructure is better developed
and electric car adoption is higher. Furthermore, local governments and private
landowners are more active in (re)developing land for charging infrastructure.
Fastned | 2022 Annual Report
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Collaborating with private landowners
In some countries, highway locations are not under control of governments
(United Kingdom) or not open for competition. And, therefore large tender
procedures have not been available so far. Instead, in these countries, we focus
on building charging stations at highway exits. As a result, Fastned engages with
private landowners. With the shift to electric vehicles becoming more and more
visible, the long-term value of hosting Fastned stations is becoming more
obvious to private landowners: local governments often stimulate the building
of charging stations and they can generate traffic for other businesses on their
land.
In many countries, authorities now add charging infrastructure as a required
part of new development planning. Instead of turning to slow charging
infrastructure with limited returns and value for site visitors, developers more
and more see the value of a fast charging partner that provides an additional
revenue stream. We aim to partner with landowners who share our vision of
long-term collaboration and also want to introduce our large scalable charging
concept that allows for a great user experience. Indeed, Fastned's best-in-class
concept will provide opportunities for many in this huge transition.
Growth of the pipeline
As a result of this two-pillar strategy, in 2022, we added a total of 50 new
locations to our pipeline. We also closed our first three locations in The Hague
at the end of their concession periods, and removed two sites from the German
pipeline where no development is possible. This raises the total number of
acquired locations from 331 sites at the end of 2021 to 376 by the end of 2022.
NLD
UK
FRA
DEU
BEL
CHE
New Contracts signed
1
8
27
3
8
3
Contracts terminated
2
Locations closed
3
Building stations faster
We subscribe to the concept of 'If you want something done, do it yourself'. We
take this advice seriously as, over the years, we have honed our expertise in, for
example, the fields of design and architecture, construction management and
maintenance. We chose to internalise many functions we consider important to
the delivery the best charging experience. Interestingly, we see many of our
competitors doing the opposite and externalising certain functions in order to
close the experience gap. As a result, we gained a reputation of expertise in our
field.
To support this, we grew our team of project managers, construction managers
and engineering specialists to 15 members across all markets by the end of the
year. Together they delivered 59 new stations and realised four expansions and
three redevelopment projects last year.
In addition, we know that having a reliable supply chain in place is another key to
our success. This is why we build strong relationships with best-in-class
suppliers with expertise we don’t have. They deliver key components that are
crucial to our operations: chargers, solar panels, lighting, certified wood and
much more. Together with these partners, we continue to innovate and improve
these components to lower costs and continuously improve the charging
experience.
In each country, we have local supply chains in place that usually consist of
contractors for civil works, electrical installations and station assembly. These
companies are experts in their fields, familiar with local regulations and able to
build at a pace of one station per two weeks.
In 2022, such a quality supply chain has been pivotal: we were able to open 59
new stations in our network despite the energy crisis and material shortages. As
we plan to accelerate our network rollout, we need to ensure that our supply
chain is robust and stations are completed in time. That’s why we aim to multi-
source all key materials and components and to make sure we have sound
contracts in place with all of our suppliers.
Moreover, because it is our mission to accelerate the transition to electric
mobility in order to fight climate change, we aim for the lowest CO2 footprint
possible from the moment a station concept is devised. To build on this, in 2022
we collaborated with our Dutch construction partner Ecocare to pilot a low-
emission construction process for our Lingehorst station in the Gelderland
province of the Netherlands. You can learn more about the pilot in the section
'Our impact on the environment', beginning on page 48.
Because 2022 was a challenging year for many reasons including scarcity in the
supply chain, an unprecedented cold snap and an extreme workload for grid
operators, we faced some repercussions. These included delays in the pace of
our station openings, some of which we postponed to the first weeks of 2023.
As a result, we hit our company milestone of building 250 stations in mid-
February 2023. We plan to accelerate the building pace which is necessary to
meet our goal of 1,000 stations in 2030.
The following pages provide an overview of the key steps we've made in each of
the countries in which Fastned is present.
Fastned | 2022 Annual Report
22
Belgium
The Belgian network has doubled from nine to 18 charging stations in 2022.
The majority of the new charging stations are on locations tendered out by the
Flemish road operator Agentschap Wegen en Verkeer. Within this group of AWV
locations, Fastned operates 10 charging stations on MSAs (motorway rest areas)
along the Flemish highways, and three stations at busy highway exits.
With 25 locations in development and most of them in building permit phase,
the aim is to continue the growth of the network in 2023. Geographically, the
planned locations are still mostly in Flanders but we will see the opening of the
first Fastned charging station in the Walloon region in 2023.
On top of opening of new stations, we upgraded four highway locations with
300kW chargers.
As it is uncertain when the first public tenders in the Walloon region will come
and a general Flemish public tender framework for city-based fast charging
stations is still in design phase, the focus on location acquisition has been
shifting towards privately-owned locations.
In addition, the electrification of the Belgian car park is expected to accelerate
significantly in 2023, driven by changes in the fiscal regime for company cars.
This highlights Belgium as a very interesting area for new station development
for the coming years.
In order to be ready for this (r)evolution, the Belgian team roughly tripled in size
in 2022, with more team growth on the horizon. A larger team is key to tackling
the challenges ahead including further market penetration in Wallonia, an
increasing construction pace, and the addition of amenities to new and existing
Fastned charging stations across the country.
Fastned | 2022 Annual Report
23
France
In 2022, Fastned’s network grew significantly in France, from six to 23 stations.
The country has been catching up with its European neighbours regarding the
transition to e-mobility. In 2021, French highway operators organised public
tenders to allocate service areas to charging companies. Fastned participated
in a significant number of them and won a total of 25 locations in key areas. In
addition to the nine locations won in 2020, Fastned had the highest win rate in
these tenders. To develop a strong and diversified portfolio of sites, we also
secured three leases on locations from private landowners.
To not only deliver on our mission but to also meet objectives set by both the
government and highway operators, the team managed to build 17 new stations,
14 of them during the fourth quarter only, a record number in Fastned’s history.
By the end of the year, our French network counted 23 operational stations
boasting a total of 151 chargers. Our Aires de Vémars Est and Ouest stations,
located on the A1 on the axis Paris-Bruxelles and near Charles de Gaulle Airport,
are the largest stations Fastned has ever built. Each station hosts 16 charging
spots delivering up to 300kW each.
We are creating strong partnerships with public authorities to support
governmental objectives related to the acceleration of the transition to e-
mobility. This year, a significant step was taken in our financing capability by
securing a 50 million euro credit line with Caisse des Dépôts (Banque des
Territoires) to finance the rollout of our French network. In the face of the
energy crisis and the price rise as a consequence of it, Fastned proactively
works with French policymakers to create a favourable economic landscape for
the rollout of clean mobility.
Six new members joined the team, bringing all kinds of expertise: construction,
recruitment, architecture, network development, legal and communication,
enabling Fastned to pursue high-paced development in the country.
In October 2022, Automobile Propre, a media and opinion leader in the EV field,
awarded Fastned with the 'Golden Watt' for the best charging network. We are
very proud of this recognition, as we work on a daily basis to provide the best
fast charging experience to our customers with a focus on reliable and user-
friendly service.
Fastned | 2022 Annual Report
24
Germany
Fastned's network in Germany grew from 31 to 37 stations in 2022.
Fast charging is a key enabler to the German 'Verkehrswende'. Fastned
contributed to the development of the government's 'Masterplan Charging
Infrastructure 2.0', which sets out important initiatives to improve the charging
landscape across Germany. This includes federal and municipal governments
making more land available, speeding up permitting and grid connection
procedures, and offering more transparent tenders. The government’s
'Deutschlandnetz' programme, which aims to establish full coverage of fast
charging infrastructure across the country, remains a potential enabler for fast
charging in Germany, although the process is still ongoing and no tenders have
been awarded yet. Throughout 2023, Fastned will remain closely involved in the
implementation of these measures.
In the meantime, Fastned continues to advocate for more land to be made
available directly along the highways through fair and transparent tender
procedures. We are in continuous contact with private landlords to acquire
locations suitable for fast charging stations close to highway exits. Additionally,
there are many ongoing discussions to bring fast charging into German cities to
serve the demand of electric drivers without private charging possibilities.
In 2022, Fastned opened six new stations, resulting in a network totalling 37
operational stations in Germany at year-end. Amongst them was Fastned’s
largest German station yet, in Bochum-Stahlhausen, offering 10 charging spots
and a playground next to a restaurant in the centre of the Ruhrgebiet.
Fastned also invested in the customer experience, growth and profitability of
the existing German network during the year. Two rounds of comprehensive
upgrades resulted in 13 stations equipped with the fastest chargers and
additional charging capacity to serve growing demand, reduce waiting times
and improve utilisation. We expanded the first German Fastned station in
Limburg-Süd, which opened in 2018, by adding another eight additional
charging spots.
To accelerate the expansion of the German network, the team grew by five new
members in 2022. Our increased presence in the country also led to recognition
in the German media: several TV programmes and newspaper articles featured
Fastned, praising the Fastned charging concept and noting the lack of
competition along German highways.
Fastned | 2022 Annual Report
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United Kingdom
In 2022, Fastned counted 12 operational stations in the United Kingdom.
The government of the United Kingdom, in contrast to other European
governments, does not own much land along high-traffic corridors. Fastned’s
location acquisition strategy therefore leans more on developing partnerships
with private landowners and participating in the commercial real estate market.
In total, Fastned secured eight new sites in the United Kingdom in 2022.
Despite this, during the year, we saw the results of two significant partnerships
with the public sector. In May, Scottish Transport Minister Jenny Gilruth MSP
officially opened the largest public ultra-rapid hub in Scotland, Fastned’s Palace
Grounds location, just south of Glasgow. In July, Trudie Harrison MP (then
Transport Decarbonisation Minister) opened Fastned’s station at Energy
Superhub Oxford, part of the most powerful charging hub in Europe. Both
locations are large and highly scalable, and are already providing clear value to
local and passing drivers.
By year-end, Fastned counted 12 operational stations in the United Kingdom,
four of which opened in 2022. In June, Fastned opened its first station in
London, Ramac Way (Greenwich). It is already one of the top-performing sites in
Fastned’s network, proving crucial 24-hour charging for London’s private-hire
taxis that are making the shift to electric in response to the city’s zero emissions
policies.
A highlight of 2022 was Fastned’s recognition as UK charging points app Zap
Map's joint top charge point operator of the year, based on its annual survey of
thousands of EV drivers. With just a small number of locations in the United
Kingdom, we were able to demonstrate our market leadership in terms of
customer focus and reliability.
Continuing our mission to provide electric freedom for all EV drivers, Fastned
became a founding network member of ChargeSafe, a new charging location
rating system that considers the needs of disabled users, as well as critical site
security concerns like CCTV presence and adequate nighttime lighting.
In 2023, Fastned will accelerate its construction programme and add to the
construction team to roll out a growing pipeline of stations, which now includes
the first freehold (Fastned-owned) locations in the country.
Fastned | 2022 Annual Report
26
Netherlands
In 2022, Fastned opened its 150th station in the Netherlands.
The Netherlands is determined to make the energy transition a reality. In 2022,
solar energy exceeded gas-generated energy for the first time, a big leap for the
country, which makes it possible to remain optimistic about its future
renewable energy strategy. The Dutch EV fleet is already ahead in terms of
electrification compared to other markets, with a total of 3% of vehicles on the
streets already being electric. In 2022, 23%5 of new cars sold were electric
vehicles, another step forward for the country.
In December, the Dutch Government took an ambitious action to further
accelerate the transition to e-mobility, setting an example for other European
countries. A proposal was made to gradually work towards 100% zero-emission
motorway service areas by 2050. The Dutch Minister of Infrastructure and Water
Management proposed to make charging an exclusive and separate right with
strong emphasis on fair competition and network growth. In 2023, the policy
will be finalised, and it appears to be evolving in a positive direction. The
proposed vision shows ambition and courage that we can only applaud.
In total, at the end of 2022, Fastned operated 151 fast charging stations in the
Netherlands, with 22 new stations opened during the year and 30 locations in
the pipeline. Additionally, by the end of the year, more than 90% of our stations
were equipped with 150kW chargers.
To support the acceleration of operations, the Amsterdam office welcomed 28
new team members in departments including construction, operations,
architecture, communication and maintenance.
Fastned's expansion in the Netherlands confirms its position as an industry
leader.
Fastned | 2022 Annual Report
27
5 https://insideevs.com/news/631777/netherlands-plugin-car-sales-december2022/
Switzerland
In 2022, Fastned opened its third station in Switzerland and grew the new
locations pipeline.
We celebrated three years of presence in Switzerland in 2022. A lot has
happened since late 2014, when we began to advocate for a public tender for
the realisation of charging stations along Swiss highways. This led to a tender
for 100 rest areas to be equipped with charging infrastructure in 2018. We
acquired one of the five available batches of 20 highway locations, each with
30-year long concessions, the maximum possible outcome.
Since then, we have worked on permissions to build large charging stations on
these sites. Country-specific circumstances lead to longer processes than in
other markets: mountainous terrain and challenging building conditions take
more time. Luckily, the Swiss government has also foreseen these challenges
and has phased the realisation plan of the 20 locations over a timeline of several
years.
Thanks to the progress made in station design developments, permit
applications underway and collaboration with the Swiss highway authorities,
Fastned opened Apfelwuhr Nord station, offering EV drivers four charging spots
on the highway 3 in the Graubünden Kanton, before the end of 2022. Moreover,
Fastned acquired three more locations on the FEDRO highway network.
Fastned | 2022 Annual Report
28
New Markets
Since winning our first locations in the Netherlands now more than 10 years
ago, we have steadily and strategically expanded our network to new
countries, all the while working closely with stakeholders to advocate for open
and transparent tenders. We believe these are key to a thriving fast charging
market.
Our international expansion started in 2018 with the opening of the first German
station Limburg an der Lahn. The next year, we entered the UK market with our
first station, followed by Belgium and Switzerland in 2020, and France in 2021.
In 2022, we built a dedicated team to support our expansion into new
geographies. They also investigate innovative partnerships and business
models, as well as acquisitions, to grow and thrive in an evolving market.
In general, we first target countries adjacent to our network with an extensive
motorway network (such as Spain or Italy), and those with a high percentage of
new electric car sales (Denmark). We have also started to monitor other markets
more closely (Ireland and Poland). The EU Alternative Fuels Infrastructure
Regulation requires charging infrastructure every 60 kilometres, so it is
expected that the EV charging market will take leaps forward in these markets.
New business models
Alongside the traditional lease models, we are looking into different site
acquisition options such as land purchase. In 2022, Fastned completed its first
land purchase at a location in the United Kingdom. In 2023, we expect to close a
couple more purchasing transactions, but the strategy remains to focus mainly
on long-term lease agreements.
New Markets is leading business development efforts in these countries
including liaising with local and national authorities, motorway operators,
potential commercial partners and trade associations.
In 2023 we will begin hiring teams and opening offices in new countries while
rolling out pilots for new kinds of partnerships in the countries where we
currently operate.
Fastned | 2022 Annual Report
29
What is it like to lead the Customer Operations team of
a company like Fastned?
You could think that it is easy, as we register excellent satisfaction scores year
after year. But with such success comes great responsibility. We are a mission-
driven company, here to provide electric freedom to all EV drivers. We want
them to feel comfortable, safe, and not to worry if the charger is going to work
or not.
At Fastned, it just works. Our team is composed of committed people, always
ready to implement new ideas to improve our customer service and experience.
This constant drive for improvement keeps us on our toes!
With the fast pace of innovations in e-mobility, can EV drivers keep up with all
the new technology?
Indeed, we are growing in a challenging environment, with technology that
evolves very quickly. More and more people are shifting from fossil fuels to
driving electric and we are happy to help them make the transition. However,
people are not always aware that driving electric is almost being part of a new
culture. So, it is our job to help them understand how it all works. In order to do
so, we implement support in new languages, build up our FAQs and adapt our
app.
What are the main success factors of the Customer Operations team?
Key to our success is the fact that our customer support agents are mission-
driven: they really want to help electric drivers. Together with our external
partner EVA Global, which provides support when our agents are not available,
our agents answer calls in six languages.
Our agents also closely work with other departments to stay informed on the
latest company updates, and, most importantly, to let them know what
challenges our customers face. For instance, in 2022 we worked on a project
based on customer feedback with the Data and Product teams. Together, we
added new features to the Fastned mobile app, including an improved
Autocharge functionality.
What are the team's successes in 2022?
A great customer experience is fundamental to the success of Fastned. And the
expertise of the Customer Support team plays a significant role in this. We see
the number of customer increasing rapidly every quarter. That's why we keep on
focusing on short support waiting times and agent training so we can help our
customers in many ways, 24/7. Our Net Promoter Score reached 53 this year and
this is a great example of our success so far. Fastned’s customers are our best
ambassadors and we take great pride in keeping them happy.
Fastned | 2022 Annual Report
30
We believe that a great charging experience is fundamental to giving EV
drivers a true sense of freedom on the road. For this reason, we work to perfect
the Fastned customer journey from locating a Fastned station to fast charging
and easy payment, and everything in between. We strive to give our customers
a 'first time right' charging experience - every single time.
Electricity purchasing and our pricing
Fastned provides renewable power from solar and wind-based sources
exclusively. However, the current energy market spot pricing mechanisms do
not distinguish between renewable and non-renewable sources, causing
renewable energy prices to increase in line with fossil production prices. We use
the EU's Guarantee of Origin (GoO) system to ensure that for every kWh of
electricity we sell, one kWh of renewable energy has been produced. We do this
on a country-by-country basis as much as possible, buying for instance German
GoOs for all kWh's sold in Germany, to stimulate local renewable production.
Transparent and fair pricing are two of Fastned’s leading principles. As energy
prices across Europe rose during summer 2022, we decided to take action and
raise our prices to continue running a sustainable business. We communicated
these changes to all our customers through different platforms and channels:
our mobile app, our website and our stations.
Continuous improvement
To accelerate the transition to electric mobility, we want to make charging a
more convenient, intuitive and fun experience compared to refuelling at a petrol
station. Therefore, in 2022 we continued to invest in the customer experience:
•We continued to upgrade existing stations by adding more and faster
chargers. At the end of 2022, over 70% of our stations had one or more
300 kW fast chargers. We continued to diversify our supplier base for
chargers. We initiated a pilot with the EVBox Troniq Modular High Power
(400kW) charger and the ABB Terra 360 (360kW) charger.
•The average number of chargers per station reached 5.1 at year-end, up
from 4.0 at the end of 2021: we added 152 newer and faster chargers to
48 stations.
•We significantly strengthened our in-house Field Operations team in
charge of maintaining and upgrading our charger base. This will be key
in maintaining our industry-leading uptime and reliability in the context
of our rapid expansion and increasing station utilisation.
•We solidified our data backbone with the cloud-based platform
Databricks. This lakehouse gives us analysis and machine learning tools,
helping us to automate and create valuable insights.
Fastned | 2022 Annual Report
32
•In 2022, we upgraded our software platform Revolt to fully support the
rollout of payment terminals to our stations. This allows any visitor to
pay with a bank card or credit card without prior registration. The first
terminals were installed on chargers in France in November, and this
rollout will continue across the entire network in 2023.
•For handling the increasing session volume, in 2022 we invested heavily
in the scalability of our billing and invoicing capabilities in the Revolt
platform. This helps us to continue delivering invoicing clarity to all
customers in line with our stance on pricing transparency.
•As a pilot, on Dutch highways we installed Fastned signs made out of
bio-based materials to increase our visibility. We will follow up on this
with an assessment in 2023.
•We continued to develop our shop concept and are building a team to
bring this to market.
•We kept on exploring developments to extend our mission to other
vehicles, such as trucks.
•To make the Fastned charging experience even more pleasant and
welcoming, we added greeneries to our station designs as well as bins.
All those improvements did not go unnoticed. In the last quarter of 2022,
Fastned received three awards in three different markets. These awards
highlight Fastned's best-in-class charging experience that we offer to our
customers: Zap Map 'Best EV charging network 2023' (UK), Autoblog.nl 'Best
fast charging networks' (Netherlands), Automobile Propre 'Watt d’or of Best
charging network' (France).
Revolt, the backbone of our charging experience
To begin with, Revolt, our internally-built software platform, forms the heart of
our operations. It functions as the technology backbone for scalability and
provides the basis for a flawless charging experience. In 2022 our in-house
Product & Engineering team further enhanced Revolt.
During 2022, Revolt supported an uptime of 99%, while growth in terms of
sessions and revenue volume more than doubled. This is thanks to a high
availability setup 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 reliable
charging experience.
The Product & Engineering team expanded and continued to deliver high-
quality, secure and scalable digital product iterations of Revolt updates in 2022.
We will continue to do the same in 2023, with the aim to keep improving the
Fastned digital experience and to keep delivering the best charging experience.
The Fastned app
Another essential tool in our customer-centric strategy is the Fastned app. It
creates a strong link between the EV driver and Fastned. Through the app, we
make charging accessible for all. We do so by providing relevant information
such as station locations, travel itineraries, number of chargers available at each
station, and even the number of chargers that are currently in use. It also shares
educational content about the EV charging experience: charging curves and
related advice that are specific to the EV model that a customer drives.
Additionally, customers can pay for their charging sessions seamlessly via the
app.
In 2022, we made a significant upgrade to our Autocharge feature, a
functionality created back in 2016 when Fastned joined forces with charger
manufacturer ABB to bring more simple charging to all EV drivers. Using
Autocharge, all customers need to do to charge is simply connect chargers to
their vehicles and the charging process will start automatically. This year, we
celebrated the fifth anniversary of launching Autocharge and introduced
another security update to improve the encryption of data and ease-of-use in
order to boost its adoption by customers and mobile app users.
Our design, a winning modular concept
Continuous improvement of our station concept is key to delivering the best
charging experience to our customers, from new designs to new amenities, as
innovation does not only lie in technology. Our internal team of architects, who
have more than 10 years of experience building and designing fast charging
stations, invented a unique and iconic design that was an important driver of
our brand establishment over the years. Providing electric freedom for EV
drivers is the core of our creativity and it inspires us to develop even more ideas
and concepts. Above all, we want our stations to be easy to access, even when
traffic increases ten- or even hundredfold, and for the customer to leave with a
full battery (and a smile).
The modular station concept allows us not only to maximise the utilisation rate
per charger and serve millions of EV drivers, but also to offer an extensive range
of possibilities for expanding our services to other kinds of vehicles such as
trucks, and propose new amenities for EV drivers.
In fact, we think the evolution of our stations to offer more amenities will result
in an even better charging break for EV drivers. Our vision of the 'station of the
future' includes catering service, social safety and reducing pedestrian transit.
Because we want our stations to be accessible for all EV drivers, all of our new
stations offer extra space to allow for people with disabilities, including
Fastned | 2022 Annual Report
33
wheelchair users, to easily operate our chargers and connect them to their
vehicles.
In addition, as announced during our Charging Day event, the transition to clean
mobility is expanding to more types of vehicles, and we want to be a part of it.
Our design team has been working on how to provide access to electric trucks
at our stations by performing truck path analysis and conducting test drives on-
site. Our designs are ready and we hope to roll out this new feature in the near
future.
To gain more visibility on the road, we started installing totems at the entrances
of our stations in the Netherlands, Switzerland and France.
We also strongly believe that a friendly and clean atmosphere is essential for a
great charging experience. In this spirit, in 2022 we started installing bins and
greeneries at our stations.
Smoothing the process from charging to payment with Network Operations
The Network Operations team ensures that our stations run smoothly and that
our customers enjoy the best possible charging experience at all times. This
experience starts from the moment they arrive at our stations and covers all
steps of charging and payment until they head back on the road.
Our Network Operations team uses advanced analytics to detect issues within
our network in real-time. Thanks to these processes, we delivered a ‘best in
industry’ network uptime of 99%.
Key 2022 achievements include the installation of more than 100 payment
terminals on our chargers (to be rolled out to all stations in the first half of
2023), improvements to our presence on key navigation platforms such as
Google Maps, installation of signage on Dutch highways, as well as significant
advances in automated network monitoring.
Learning from our customers' feedback
We want to make our customers happy. We want to empower them to drive an
electric car wherever they want to go, and for range anxiety to be a long-
forgotten memory. We also want to see them enjoy stopping at comfortable
and well-equipped charging stations with amenities to meet their needs.
We measure this degree of satisfaction regularly by asking customers one
simple question: 'How likely is it that you would recommend Fastned to a friend
or colleague?' Our Net Promoter Score (NPS), an index on a scale from minus
100 to 100 that shows the willingness of our customers to recommend our
products or services to others. At the end of 2022, our NPS was 53, a score
considered 'excellent'. The survey also showed that customers are most
satisfied with the reliability of Fastned’s service, with an average score of 4.26
out of 5, and the ease of use, with a score of 4.48 out of 5 for all survey
respondents.
Through this survey, we also learned that 59% of Fastned’s customers are
‘promoters’ and gave a score of 9 or 10. About 35% of Fastned’s customers gave
a score of 8 or 7, while 6% of respondents gave a score of 6 or lower
(‘detractors’). This is the highest result we have seen since Fastned started
sending out this survey to customers in 2016.
Additionally, we ask for first-time feedback from all our registered users on our
mobile app. We find their feedback especially important, as in this rapidly
growing market we will soon be serving even more first-time users. We want
their first sessions to be flawless, so we are keen to understand where we can
improve. In 2022, the average rating for a first charging session was 8.5 (on a
scale of 1-10, 10 being the best), slightly up from last year (8.1 in 2021).
Fastned | 2022 Annual Report
34
Our customer support experience is a fundamental part of Fastned's operations.
Our customers can rely on 24/7 support in six languages, short waiting times on
the phone (median of 8 seconds, including listening to the menu) and quick
responses via email (median 1.5 hours).
The team continuously works with other departments to share the issues our
customers face so we can find ways to improve their experiences. Fastned is
one of the few charging networks to have in-house customer service, which
contributes to this success.
In 2022, the team also enhanced self-help capabilities for customers by
revamping our support page, introducing new contact channels and supporting
the Product team to implement new features on our mobile app. These
improvements allowed us to reduce the contact rate to 1.3% (contacts on
sessions), and resulted in a CSAT score (satisfaction of customers with their
support experience) of 85%. We made these strides while handling an increase
in the customer base (+96% vs 2021) and the number of charging sessions
(+114% vs 2021), which further underscores the expertise of the team.
Data-driven insights and improvements
Among EV drivers, Fastned is known as one of the most customer-centric and
reliable fast charging networks in Europe. This is illustrated by our average
Google location rating of 4.4 out of 5, which is the highest across the industry,
as well as three charging awards we received in 2022 (in the Netherlands, France
and UK).
We credit our success to our customer-first approach and our relentless focus
on internalising key capabilities, as well as the drive to continuously strengthen
our technology backbone.
In 2022, we took another step forward in optimising the reliability of our
network by implementing our data lakehouse and developing advanced
analytics models. We achieved this by integrating various proprietary backend
data sources into our data lakehouse including raw charger data, logs on past
charger failures, customer service data and technical vehicle data.
Our Data & Insights team ensures we track all operational data across the
organisation to enable short feedback loops, continuous improvement and
unlocking insights and new opportunities. 2022 has been a step-change year in
which we migrated our full data infrastructure to the Databricks data lakehouse
platform. This empowered the broader organisation to have a unified view of all
its data readily available as a single source of truth. This provides valuable
insights that support running the business on a day-to-day basis as well as
strategic decision making.
Having this unified visibility was key in the last quarter of the year, as it allowed
Fastned to manage the volatile energy market. Data and insights were integral in
ensuring Fastned made quick and productive decisions regarding price
changes. Additionally, the data lakehouse enables us to automate charger
monitoring across the network, helping to ensure continued high-uptime of
99%, even when more and more new chargers are added each month.
Unlocking all these data points also helps us to look forward. We use our data
lakehouse for network expansion and the early identification of where to add
chargers to existing stations, or even where to build new stations. We do this by
applying models on, for instance, traffic data, (forecasted) EV density and
various proprietary and open datasets. This resulted in the creation of a
dedicated location intelligence team to support our network development.
Station maintenance and upgrades through Field Operations
Our charging stations remain in optimal condition for our customers thanks to
the Field Operations team, 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 when it
comes to our stations. In 2022, we invested heavily in hiring skilled field
engineers in our local markets. This makes us significantly more adept at
resolving charger issues swiftly at every single one of our stations. In doing so,
we reduced travel time and optimised our field engineers' 'tool time' metric.
In addition to station upgrades, hundreds of chargers were equipped with cable
management systems and we started the roll out of bins on our stations, which
will continue in 2023.
Opening of Lingehorst station in the Netherlands
Fastned | 2022 Annual Report
35
Can you tell us about Fastned's in-house Field Operations team?
Having this capability enables us to perform better maintenance than all other
parties in this growing market. Keeping it in-house makes us move fast and
deliver the uptime that customers expect and deserve. This team also performs
all station upgrades. Not only do we keep the knowledge in-house, but we also
learn from every situation and can act accordingly. I'm happy to say that four
new members joined the Field Operations team in 2022 to cover our ever-
expanding network. Although we're on the road a lot, we regularly meet up to
share knowledge. All engineers are highly skilled and not afraid to take initiative
when trying to find the best way to get the job done. We learn along the way and
share our experiences with the team. That's the secret of our success!
Can you give us an example of one of the team's big achievements in 2022?
In 2022, we upgraded most of our German stations in a very short period of
time. This was a logistical challenge, but due to the fact that we have shared
knowledge and expertise, we were able to conquer the challenge with ease. We
started off in the north of Germany and then came back to the Netherlands. A
month later, we returned to Germany and executed the 'Hyper Convoy', an
eight-day station upgrade campaign covering the south of Germany. During
this upgrade project, our largest to date, seven team members drove 12,000
electric kilometres, adding a total of 28 fast chargers to our German stations, all
of which offer charging speeds of up to 300 kW.
We saw more than 1,200 chargers installed in Fastned's network by the end of
2022. Can you tell us about this milestone?
Indeed, this is a result of our growth and a very important milestone. In 2022, we
pushed the average number of chargers per station up from 4.0 to 5.1 at the end
of the year by building bigger stations and upgrading existing ones. The Field
Operations team upgraded 48 stations and installed 152 additional and faster
chargers. Upgrading our stations to keep up with our fast-growing customer
base helps us deliver a best-in-class service, faster charging and ever more
charging spots.
You joined Fastned seven years ago. How do you reflect on the company’s
evolution?
When I joined, the company was quite small, which meant that we all had to be
very hands-on and build our business from the ground up. There was no market,
so we created one. When we set up the Field Operations team, I was the first
person on it.
Today, you see the progress we have made when you look at the stations. Not
only are they beautifully designed, but they are also smart: easy to maintain,
scalable and fit for the best customer experience. To this day, we still sit down
on a regular basis to keep finding ways to improve. This is the strength of the
team. We are not, and have never been afraid to challenge the status quo
because we are driven by our mission: freedom for electric drivers.
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We seek talented, motivated individuals to help us achieve our mission, and we
strongly believe that hiring a diverse group of people delivers top-notch
results. We also work to make Fastned a great employer. This includes
nurturing a ‘think like a founder’ culture, fostering an inclusive working
environment and offering competitive employee benefits.
Growing the team
The year 2022 was one of rapid growth and of reaching new milestones, not only
on the operational level, but also on the talent side. Because growing our pool of
talented, committed professionals is crucial for us, we built up our People and
Culture function. This team will work to give more clarity on Fastned's hiring
strategy and talent development, as well as to enable the growth of our business
now and in the years to come.
Fastned recruits for a variety of talent to match the different types of operations
we run in six countries. New colleagues with all kinds of expertise are needed at
almost all of our offices. These roles include maintenance staff, customer
service staff, location developers, tender specialists, architects and of course,
more employees on the various staff functions.
Recruiting creative, passionate professionals who contribute to the success of
Fastned has always been, and will continue to be a top priority for the coming
years. Our favourable work environment contributes to retaining talent. In 2022
we saw an employee turnover rate of 11%.
Keeping our employees happy is a key part of our long-term people strategy. For
this reason, we launched an engagement survey that covered topics like
employees' views on top management, as well as Fastned ways of working,
culture, values and employee affinity to the brand. The results of the survey, to
be disclosed in early 2023, will be used to shape the organisation and wider
business agenda for the upcoming year with key points of focus for
improvement.
Diverse backgrounds, unique strengths
One of our key principles in growing the team and an important contributing
factor to Fastned's success has always been the diverse backgrounds of our
employees, united by our mission and values. At Fastned, every employee is
equally welcome, respected, supported and valued. We are proud of our
workforce of more than 35 nationalities and counting, and believe that diverse
teams enable us to explore different perspectives and challenge our ways of
thinking. Championing diversity also contributes to better decision-making and
to better understanding our customers, who are just as diverse as we are.
That’s why Fastned stands for equal opportunities for everyone: our goal is to
create an inclusive environment that fosters acceptance. No matter their
gender identity, sexual orientation, religion, ethnicity, age, neurodiversity,
disability status or citizenship, all are welcome. We actively seek to hire people
who bring authenticity and their unique strengths to the company. Bringing
together all our individual strengths creates a dynamic culture that supports a
successful business.
In 2022, we launched our very first employee resource group, Fastned Queers, a
grassroots initiative by and for LGBTQ+ employees, open to everyone. This
group was formed to ensure LGBTQ+ perspectives are represented within
Fastned, to ensure a safe space for LGBTQ+ employees to speak with peers
about personal and professional matters, to create educational initiatives for
Fastned | 2022 Annual Report
38
Fastned, and to show support for our LGBTQ+ customers. The group meets on a
regular basis.
In the same vein, to maintain an open and safe work environment for everyone at
Fastned, an employee survey was conducted in May 2022 about undesirable
behaviour, psychological safety, and diversity and inclusion in the workplace.
The results and input gathered will be used as a starting point for shaping
Fastned’s Diversity, Equity and Inclusion training and strategy as of 2023.
On top of that, one of Fastned’s diversity policy objectives is to improve gender
diversity. In 2022, women made up 33% of Fastned's workforce. We aim for
women to represent at least 30% of the Management Board, the Supervisory
Board and the Board of the Shareholders Foundation.
So far, at Fastned, women represent:
•More than one third of Fastned's Executive Team
•Half the members of the Supervisory Board
•Two thirds of the FAST board (representing our shareholders).
Our culture
Just as diversity contributes to a positive work environment, at Fastned, all
employees are encouraged to think like a founder, and they work to 'deliver
WOW' across the business and to our customers. As an introduction to
Fastned's history, vision and way of working, all new employees participate in
onboarding sessions consisting in classes led by in-house topic leads or
experts. These sessions are held every month at the Amsterdam office and are
one of the first opportunities for new joiners to network with colleagues from
different teams and departments.
Internal communication is essential to maintaining Fastned's strong company
culture, and for this reason in 2022 we redesigned our monthly all-company All
Hands meetings: all employees from all offices are invited to attend remotely or
also in-person at the rotating host office. During each All Hands, we spotlight
new team members, announce key strategic initiatives and follow up on
ongoing projects.
With a team growing at such a fast pace in different countries, team building is
essential to maintain a strong, cohesive Fastned spirit. Employees are invited to
visit other countries’ offices and meet with each other on a regular basis, thus
promoting creative synergies among teams. Ever year the company takes the
initiative to gather all employees together in one place creating even more
opportunities to celebrate success and grow as one team.
Training: building our programme
Because an employee's professional development is an essential part of our
culture, in 2022 Fastned introduced a leadership training programme for the
executive and senior management teams. Spanning from 2022 to 2023, the
programme consists of 10 modules covering topics such as 'Leadership values
and ambition', 'Psychological safety' and 'Driving a feedback culture'. Later in
2023, we plan to expand the training to other employee groups.
Also, in late 2022, Fastned ran an employee survey to gain insight into designing
a training programme in 2023 that will match employee’s needs and
expectations.
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39
Benefits
Another pillar of our People & Culture strategy is to offer our employees a
competitive benefits program. Outside of the office, 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.
Fastned supports family planning through parental leave for employees with
families of all types. As of 2022, Fastned elected to supplement pay up to 100%
of maternity and paternity leaves in the Netherlands.
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 commutes
to work in most countries.
Employees are also encouraged to propose sustainable initiatives to improve
the company's office environments in line with Fastned's values. For instance,
the free vegetarian meals and snacks in its offices and weekly fitness classes
that Fastned provides are a result of grassroots initiatives.
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 can share in the value creation of the company.
Inflation in 2022
Similar to attractive benefits, a fair salary structure contributes significantly to
employee retention. We find it important to review it to stay in line with rising
inflation. By doing this, we ensure that our employees can continue to afford
day-to-day costs and that we stay competitive in the job market. In Q3 2022, all
Fastned employees received an inflationary salary increase.
Empowering employee development
As a positive outcome of these efforts mentioned above, the Fastned team grew
quickly in 2022. Therefore, we implemented a new HRIS platform to manage our
people and HR processes more efficiently. This platform provides better
oversight and visibility of the business to our People and Culture team, gives
access to insights and resources for managers to lead effectively, and offers
tools and information to empower employee development.
The new platform also facilitates our internal employee performance review
process. This is an opportunity for employees to evaluate their performance
with their manager and peers on an annual basis, as well as to set goals for
personal and professional growth.
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You joined Fastned in 2021. What drew you to the company, and why?
When I read the vacancy, I could sense the enthusiasm for Fastned’s mission
throughout the entire text. I could tell that this was a company that was aiming
to make a positive impact on this world. The ambition and future-mindedness of
the company, while also focusing on creating a pleasant working environment,
made me very curious to learn more.
We hear you’re a new dad–congratulations! How was your parental leave, and
what it is like to work at Fastned and be a parent?
Thanks! Yes, last summer I had a son, and I was able to spend nine happy (and
sometimes exhausting) weeks with him after he was born. This really wasn’t a
given, due to the special circumstance of his birth. My husband and I were lucky
to have him through surrogacy, and since I’m not his legal father yet, this meant
that I wasn’t entitled to any formal leave. Luckily this wasn’t an issue for Fastned,
and because of this special circumstance, they even offered me more than the
standard six weeks leave to really get our family started on a solid base.
Returning to work was also easy since I was able to spread out the additional
weeks of paternal leave to take one day off every week, for the entire first year of
parenthood.
What do you think about Fastned’s approach when it comes to Diversity, Equity
and Inclusion (DE&I)?
Fastned encourages employee-led initiatives, which has resulted in great
projects over the years! Take, for example, Fastned Queers, which LGBTQ+ staff
formed as the company’s first employee resource group (ERG). Our goal is to
represent our community within the company, setting up educational events
and also organising fun activities like queer movie nights. On top of that,
Fastned is working on creating a more structured committee for DE&I, which
allows this queer ERG to also formally represent the LGBTQ+ perspective within
the broader company.
What are the projects you’re most excited about when it comes to Fastned and
DE&I for 2023?
I’m really looking forward to the panel discussion I will be hosting during our
internal Fastned Days strategy event in mid-March! For this workshop we invited
some external experts who can tell us a lot more about how to create a
workspace that promotes diversity and safety. Other than that, I hope we will be
able to also organise some more fun events and discuss what Fastned could do
during Pride Month.
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Our sustainability ambitions, drawing the roadmap
Sustainability reporting, including compliance with reporting standards and
EU legislation, is key to gaining access to financial markets. Doing so, we can
enable Fastned’s sustainable, exponential growth. Performing well on ESG
benchmarks and increasing our reporting transparency give (prospective)
investors and other stakeholders confidence that Fastned is a future-proof
company, contributing to the betterment of people and the planet.
Setting the path: Sustainability reporting roadmap
In Q3 2022, Fastned hired its first dedicated sustainability manager. As we value
making a positive contribution to the fight against climate change, we have
begun our sustainability reporting journey to provide more disclosure for our
stakeholders. Our goal is to become proactively compliant with EU and Dutch
sustainability reporting regulations, including the Corporate Sustainability
Reporting Directive (CSRD), before we are in scope, which we estimate to be in
2025.
In 2023, we will implement a sustainability reporting platform to help us collect,
analyse and report Environmental, Social and Governance (ESG) KPIs following
the GRI reporting standards and the EU Taxonomy. We expect to share a more
comprehensive ESG dataset in Fastned’s 2023 Annual Report.
Sustainable Development Goals
In 2022, Fastned adopted five United Nations (UN) Sustainable Development
Goals (SDGs) to align with the UN 2030 Agenda for Sustainable Development,
which is a plan of action for people, planet and prosperity. With the adoption of
these five UN SDGs, Fastned joins hundreds of organisations around the world
in the pursuit of eradicating poverty and shifting the world onto a sustainable
and resilient path. As we continue on our sustainability reporting journey,
several of our ESG KPIs and targets will link to the following UN SDGs:
Climate Action
Sustainable Cities and
Communities
Gender Equality
Industry, Innovation and
Infrastructure
Responsible
Consumption and
Production
Fastned | 2022 Annual Report
43
Materiality assessment and material topics
We launched our first materiality assessment in the fourth quarter of 2022. This
assessment helps Fastned identify and prioritise the most material (relevant)
topics for our key stakeholders, and is a fundamental part of sustainability
reporting according to GRI Standards. Material topics are topics that represent
an organisation’s most significant impacts on the economy, environment and
people, including impacts on their human rights. By gathering input from
different groups, our sustainability reporting will bring increased value to
Fastned and to its stakeholders.
First, we defined nine key stakeholder groups:
1.Employees
2.Customers
3.Suppliers/vendors
4.Local and national Governments
5.Landlords
6.MSPs
7.Institutional investors
8.Retail investors
9.Fastned Supervisory Board and FAST Foundation Board
We then determined 16 relevant (and possibly material) topics based on their
(potential) impact on Fastned, our stakeholders and society.
Next, we shortlisted these topics based on their relevance to Fastned’s mission
and main objective. These are, respectively: to accelerate the transition to e-
mobility, and to continue creating a network of fast-charging stations powered
by renewable energy.
1.  Climate change
2.  Environmental sustainability
3.  Energy transition
4.  Responsible supply chain
5.  Talent and development
6.  Diversity & Inclusion
7.  Economic value generated
8. Suppliers
9.  Grid infrastructure/ development
10.  Cybersecurity and privacy
11.  Charging station network
development
12.  Reliability of fast charging services
13.  Government policies
14.  Business ethics, laws and
regulations
15.  Innovation
16.  Customer experience
Our key stakeholders then evaluated these 16 topics based on their
relationships with Fastned to reflect the concept of 'Double Materiality'. This
term describes how corporate information can be important both for its
implications about a firm’s financial value, and also about a firm’s impact on the
world at large, particularly with regard to climate change and other
environmental impact.
Based on these results, we scored the topics and netted out on the following
material topics for Fastned:
Charging station network development
The expansion of the Fastned network, including the search and
acquisition of new sites, location design, construction engineering and IT
software development.
Reliability of fast charging services
The operation and maintenance of Fastned stations,
including administrative offices and customer service.
Customer experience
Providing customers with the best charging experience.
Energy transition
The global energy sector’s shift from fossil-based systems of energy
production and consumption — including oil, natural gas and coal — to
renewable energy sources like wind and solar, as well as lithium-ion
batteries.
Grid infrastructure/development
The expansion of contracted electricity grid infrastructure in our key
markets.
Innovation
Change in the technology and product standards of BEVs and fast
chargers.
Environmental sustainability
Stewardship of the environment and natural resources, especially where
our offices and stations are located.
Climate change
Long-term shifts in temperatures and weather patterns driven by human
activities, primarily linked to burning fossil fuels like coal, oil and gas.
In 2023, we will report our progress on these topics through several KPIs, in
addition to the ESG KPIs covered by the GRI Standards.
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Our first-ever CDP score
In 2022, Fastned participated for the first time in the Carbon Disclosure Project
(CDP), receiving a 'C' score, which is in line with the global average for
participating organisations. We acknowledge that we have scored below the
European and Energy/Utility Sector averages of both 'B,' and we aim to improve
our score in the coming years by disclosing more information about our
sustainable business operations and efforts to fight climate change. This is in
line with our mission to accelerate the transition to sustainable mobility.
EU Taxonomy
A key objective of the European Commission’s action plan on financing
sustainable growth is to reorient capital flows towards sustainable investment
and to ensure market transparency. To achieve this objective, the Commission
called for the creation of an EU classification system for sustainable activities.
As a result, the EU Taxonomy was adopted in 2021.
The EU Taxonomy requires economic activities in the EU to fulfil certain
requirements:
•Substantially contribute to one of the six environmental objectives–this
indicates 'eligibility'
•Do no significant harm (DNSH) in relation to the other environmental
objectives
•The activity is carried out in compliance with the minimum safeguards
•An activity is 'aligned' with the EU Taxonomy if it complies with all three
of these steps.
Although the EU Taxonomy mentions six defined environmental objectives, only
two of them are currently open for activity classification and reporting: 'Climate
Change Mitigation' and 'Climate Change Adaptation'.
As of 2022, Fastned is currently not in scope of the Non-Financial Reporting
Directive (NFRD) and thus not in scope for the Corporate Sustainability
Reporting Directive (CSRD). Therefore, we only voluntarily disclose our EU
Taxonomy eligibility information in preparation for mandatory Taxonomy-
alignment reporting. This information is not prepared to meet alignment
requirements, nor has it been audited or assured. We have prepared this
information to comply with the requirements set out in the Disclosures
Delegated Act.
We have concluded that Fastned is EU Taxonomy-eligible under the
environmental objective Climate Change Mitigation, as the company’s main
revenue-generating activity contributes directly to our mission: Building
infrastructure for low carbon transport (land transport). As such, we have
included all of Fastned’s business activities in the company’s EU Taxonomy
eligibility calculations. Please refer to the table below for the share of eligible
and non-eligible activities for the years 2022 and 2021.
Share of eligible
activities: 2022
Share of
non-eligible
activities: 2022
Share of eligible
activities: 2021
Share of
non-eligible
activities: 2021
Turnover
100%
0%
100%
0%
CapEx
100%
0%
100%
0%
OpEx
100%
0%
100%
0%
Turnover: Our turnover is 100% related to selling renewable energy via fast-
charging infrastructure. Therefore, we consider it 100% eligible. We included
sales of electricity, sales of renewable energy units, maintenance fees and other
revenue, other revenues relating to charging, and station construction as part of
service concessions in our Turnover calculation. Please see Note 6 in Part 2 for
more information.
CapEx: All of our capital expenditure is related to selling renewable energy via
fast-charging infrastructure. Therefore, our CapEx is also considered 100%
eligible. We included intangible assets; property, plant and equipment; and
right-of-use assets in our CapEx calculation. Please see Notes 11, 12 and 13 in
Part 2 for more information.
OpEx: All of our operational expenditure is related to selling renewable energy
via fast-charging infrastructure. Therefore, in the same vein, our OpEx is
considered 100% eligible. Operating costs that are directly related to Fastned
stations, such as grid fees, rent and maintenance are included in this
calculation. We also include indirect operating costs that can be attributed to
the ongoing operations of Fastned’s existing network. This primarily covers
salaries and other network operations-related costs like office rent, customer
service and administration. We refer to the cost of sales related to charging,
cost of sales from station construction as part of service concessions, other
operating/(loss), selling and distribution expenses, administrative expenses,
other operating expenses, finance cost, and finance income when making our
OpEx calculation. Please see our Consolidated Statement of Profit or Loss and
related notes for more information.
Fastned will continue to monitor EU Taxonomy developments in order to report
in line with requirements.
Fastned | 2022 Annual Report
45
Stakeholder dialogue table
Fastned engages regularly with a diverse group of stakeholders that has a wide array of interests and motivations. Dialogue with each group takes place on different
levels within our organisation and is often a part of our daily operations. The table below provides more transparency into the formal and informal interactions we have
with a variety of Fastned’s valued stakeholders. These stakeholders also give feedback to help us determine our material topics and to ensure that our strategy and
reporting are in line with their expectations.
Stakeholder group
Their expectations
How we engage with them
Key topics discussed in 2022
Employees
•Engaging, collaborative workplace
•Supportive work environment with
freedom to be oneself
•Personal and professional development
and growth
•Monthly company-wide meetings
•Company-wide internal
communications platform
•Annual in-person company meetings
and team-building trips
•Annual employee engagement survey
•Annual individual performance reviews
•Company strategy and operations
•Company performance
•Employee performance
•Diversity and inclusion
•Fostering a safe, respectful environment for
employees
Customers
•A reliable network of fast-charging stations
across Europe
•Easy charging and payment experience
•Accessible, helpful and knowledgeable
customer support
•Email communications about fast-
charging information
•Fastned mobile application
•Social media
•24/7 customer service phone line in
four languages
•Email and chat support
•Regularly updated FAQ page on
Fastned website
•Changes to kWh pricing
•Opening of new stations/network expansion
•General questions regarding charging
•Payment questions
•Customer feedback
Suppliers/vendors
•Ethical conduct and mutual trust
•Strong, long-lasting partnerships
•Commitment and cooperation
•Regular meetings
•Online communication
•Testing and continuous improvement
•Scaling of supply chain
•Proactively securing material supply
•How to reduce Fastned’s environmental impact
•Electrification of station construction process
Landlords
•Reliable high-speed EV charging stations
•Traffic generation for other tenants on
their land
•Exposure to growing EV market, portfolio
diversification
•Commitment and cooperation
•Regular meetings
•Online communication
•Addition of amenities
MSP's
•A reliable network of fast-charging stations
across Europe
•Easy charging and payment experience
•Timely and accurate invoicing
•Cooperation
•Regular meetings
•Online communication
•Industry association meetings
•Changes to kWh pricing
•Tax law compliance
•Customer experience
•Price transparency
Fastned | 2022 Annual Report
46
National and local
governments
•Development of fast-charging
infrastructure on main transport arteries
•Making the phase-out of cars with
combustion engines by 2030 possible
•Engagement in sector associations
•Participation in public consultations
•Policy environment promoting rollout of fast-
charging infrastructure
Institutional investors
•Fastned delivers on short-term and
medium-term targets
•Fastned continues exponential growth in
future
•Transparency
•Strong leadership team
•Continue following Fastned’s mission
•Quarterly performance updates
•Annual reports
•Non-deal roadshows
•Investor conferences
•Analyst communication
•Capital market days
•Management of macroeconomic factors
•Network development and growth
•Sustainability strategy and progress on
roadmap
•Profitability
Retail investors
•Fastned’s stable financial performance
•Transparency
•Sustainability reporting
•Newsletters
•Quarterly performance updates
•Annual reports
•Marketing for new bond issuances
•Online communication
•IR phone line/mailbox
•Communications regarding process and
structure of retail bonds issued in 2022
•Future investment opportunities
Fastned Supervisory
Board and FAST
Foundation Board
•Employees and operations to drive the
company and confirm its mission
•Effectiveness of the company's internal risk
management and control systems
•Integrity and quality of financial reporting
•Establishing and maintaining strong
relationships with all company
stakeholders
•Regular meetings as necessary
•Formal quarterly meetings
•Internal communications channels
•Meeting of depository receipt holders
•Annual General Meeting
•Shareholder affairs
•Company budget, funding and liquidity
•Long-term strategy
•HR and organizational strategy
•Sustainability strategy
Fastned | 2022 Annual Report
47
Our impact on the environment
As the transition to clean renewable energy and electric transport is in full
swing and we continue to build more charging stations, we want to give more
transparency to, and further build on, our efforts to reduce our impact on the
environment.
Displacing fossil fuel emissions with every kWh sold
Our core business is to sell electricity to electric drivers, and every kWh sold
displaces fossil fuel emissions. In 2022 alone we can report a total of 40,750
tonnes of CO2 emissions avoided, an increase of 148% compared to 2021. Total
emissions avoided since Fastned was founded now stands at 75,646 tonnes of
CO2, which shows that growth in this area is exponential. This is equivalent to
about 196,680 economy flights from Amsterdam to Rome, based on Climate
Neutral Group research6.
Life cycle analysis of a Fastned station
We build stations to empower drivers to have electric freedom and to
accelerate the transition to sustainable mobility. As the creation and delivery of
the materials we use to build our stations is both an energy- and emissions-
intensive process, we have embarked on a journey to understand, and ultimately
reduce, Fastned’s carbon footprint. We took our first step in the second half of
2022, when we conducted a life cycle analysis (LCA) on a standard 4.2 station
with four chargers covered by two canopies, built in 2022.
We learned that building a standard station using the materials in our 2022
catalogue amounts to approximately 85 tonnes of CO2. This is equivalent to
about 221 economy flights from Amsterdam to Rome, based on Climate Neutral
Group research6.
Please note, there are two limitations in the calculation of this figure. As we did
not receive supplier-specific PV data, we made an estimation for the PV panel
portion of the station's carbon emissions using publicly-available resources.
Regarding charger information, we made our calculation based on a publicly-
available third-party Alpitronic charger LCA for a 300 kW charger with two
charging points.
We plan to further adjust and extrapolate this data to make a basic calculation
of the carbon footprint of our entire portfolio of Fastned stations in 2023.
And, in the year to come, we will move forward with establishing our CO2
emissions reduction strategy and related targets based on analysis results. This
work will also contribute to our CO2 Performance Ladder certification efforts
(see related paragraph in this section for more information). We will continue to
assess our carbon footprint and work to reduce it wherever possible through
approaches like supplier innovation and station design adjustments.
An example of a Fastned 4.2 station at Aire des Crêts blancs, France
Fastned | 2022 Annual Report
48
6 https://www.climateneutralgroup.com/en/news/what-exactly-is-1-tonne-of-co2/#
Low-emissions Lingehorst construction pilot
In 2022, Fastned and its construction partners built a new fast charging station
with eight chargers at the Lingehorst service area (A2, Beesd) in a low-
emissions way. The project was Fastned’s first attempt to build a station using
emissions-free construction methods.
In this pilot we achieved a substantial reduction of 81.85% nitrogen oxide
emissions (-22.1 kg NOx) and 77.15% less carbon dioxide was emitted (-6,222.2
kg CO2) compared to a traditionally-built Fastned station of equal size. As a
baseline, the construction process for the same size station using diesel-
powered machinery would emit 27.0 kg NOx and 8,064.9 kg CO2. We worked
with an independent research agency to make the official AERIUS calculations
for this project. Please note, the scope of the pilot only concerned the
emissions for the construction work on-site. The CO2 emissions of the
electricity used and the emissions resulting from the production and transport
of materials and services have not been taken into account.
The lessons from this pilot will be used to further reduce emissions at future
station construction sites.
Scope 1, 2 and business travel emissions
To begin to understand our carbon footprint, we have calculated our Scope 1, 2
and 3 (business travel) emissions for the year 2021 and are working on
calculations for the year 2022 with the help of Dutch consulting firm Climate
Neutral Group. We make these calculations in line with the GHG Protocol, and
we distinguish between emissions according to three scopes: Scope 1 (direct
emissions), Scope 2 (indirect emissions, released by the purchase of electricity
or heat, for example), and Scope 3 (other indirect emissions). The footprint is
calculated for the six Fastned offices in the following countries: the
Netherlands, Belgium, Germany, France, Switzerland and the UK.
At the time of Fastned’s 2022 Annual Report publish date, we did not yet have
enough data to make a full calculation for the year 2022. As a result, we plan to
share both years’ Scope emissions calculations together at a later date, for sake
of comparison.
CO2 Performance Ladder (Prestatieladder) certification preparation
The CO2 Performance Ladder is a Dutch sustainability instrument that helps
companies and governments to reduce CO2 and costs within business
operations, in projects and in the supply chain. The Performance Ladder is used
as a CO2 management system and as a tendering instrument.
As part of the CO2 Performance Ladder certification process, in 2023 Fastned
will conduct an in-depth analysis of CO2 emissions sources across the
organisation and will set and approve a CO2 emissions reduction strategy based
on analysis results.
Fastned has the ambition to achieve Level 3 of the certification in the second
half of 2023 via planned audits performed by auditor DEKRA.
Sustainable station operations and maintenance
Our stations are designed in a maintenance-friendly way that allows them to be
easily cleaned, and we can service our stations through remote maintenance
abilities. In fact, we have our own software backend to monitor and optimise
maintenance missions. When it comes to energy consumption, our stations are
capable of producing energy through their photovoltaic roof panels. The
electricity produced can be used to run the station’s auxiliary systems, 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 or returned to the grid itself.
For maintenance needs, we service our stations with our fully-electric fleet of
Fastned passenger vehicles and maintenance vans.
As our stations are largely unmanned, we have added solar-powered BigBelly
waste bins to some of our locations in Germany, Belgium and the Netherlands
for customer waste disposal in 2022. We use BigBelly bins because they are
connected to a cloud platform to enable 'smart' waste-management. This
ensures the space is litter-free for our customers and the environment, and that
the bins are not full beyond their capacity. We plan to add these bins to nearly
all of our stations, in all countries where we are present, in 2023.
Regarding waste collected at charging stations, we work with local
organisations to collect and properly sort, recycle and dispose of waste
according to local regulations.
To keep stations clean, we contract cleaning companies in each country where
we are located. We ensure that the cleaning crews use green soap, other non-
toxic cleaning products and water to clean stations.
Responsible disposal of chargers
Regarding end-of-life for our high-speed charging equipment, when station
chargers are no longer fast enough for our customers, they are often still fast
enough for another user, or their materials still have value. Keeping in mind the
principles of reduced consumption and production (UN SDG 12) and in an effort
to extend the life cycles of the equipment we use, we consider the following
options for extending the charger’s lifecycle:
•Sell the used charger on the second-hand market
•Move the slower charger from its highway location to one of our
supermarket locations
Fastned | 2022 Annual Report
49
If the charger is no longer functional, we consider the following options for
charger disposal:
•If the charger has been damaged due to an accident, we disassemble it
to save as many spare parts as we can and scrap remaining damaged
pieces, like housings, with a third party
•We ship any broken or worn components back to suppliers for
refurbishment and/or recycling
In this way, we prevent metals and electronic waste from entering waste
streams.
Sustainable practices in the Amsterdam office (our largest office):
•Vegetarian meals: A grassroots initiative started by employees, Fastned
provides vegetarian lunches for everyone at the office. As our mission is
linked to the fight against climate change, we choose not to serve meat
at Fastned offices and corporate events because of its link to high levels
of GHG emissions.
•Recycling and composting our waste: We separate our waste into
multiple streams for recycling and also composting. Through the
Seenons tech platform, we matched with Pantar, a social development
organisation based in Amsterdam, which picks up the office’s compost
on a weekly basis.
•Amsterdam Green Committee: An employee-led group called 'The
Green Team' takes on projects to make the office more sustainable. For
example, this year’s work resulted in the installation of cotton towel roll
hand dryers in the office’s bathrooms and kitchen. According to
hygiene equipment provider CWS, the cotton dryer rolls can be washed
and reused up to 100 times without any loss of quality and each one
thus replaces about 22,000 paper towels during its life cycle.
Fastned | 2022 Annual Report
50
Engaging with our communities
As the Fastned charging station network grows, we are making strides to make
a more positive impact on the communities around us. This includes finding
ways to improve our charging experience for everyone, making the job market
more accessible, and giving back to local initiatives we care about.
Improving station accessibility
During the third quarter of 2022, Fastned engaged with ChargeSafe, a public
charging endorsement body that independently inspects and rates EV charging
locations in the United Kingdom. ChargeSafe inspected and rated all of
Fastned’s UK-based charging locations based on more than 60 criteria for
safety and accessibility, with ratings out of five made publicly available. By
subscribing, Fastned can review the detailed data behind the scores to identify
specific areas to further improve the charging service it offers its customers.
ChargeSafe’s accessibility criteria have been developed in line with the draft
PAS1899 BSI standards for accessible charge points. Combined with detailed
safety criteria, from lighting and CCTV to nearby facilities and busy-ness, the
simple rating system will provide drivers with more informed charging options
for day and night.
The feedback we received from the ChargeSafe inspections validates our latest
station designs and backs up our principles of delivering a great customer
experience on-location.
Working with Pluryn and Pameijer
We give meaningful work opportunities to people with a distance to the labour
market. For more than four years and counting, in the Netherlands we have
collaborated with Pluryn and Pameijer, two Dutch organisations that support
vulnerable and disabled young people and adults. These organisations send
groups of people to clean and maintain our stations across the country on a
regular basis.
Establishing Fastned Gives Back
In 2022, Fastned employees launched 'Fastned Gives Back', an employee-led
group that is operational across all Fastned offices. This group acts as an
umbrella for mission-driven activities held on a quarterly basis like food and
clothing drives, garbage clean-up days and volunteering opportunities.
The first activity the group organised was a food and gently-worn clothing drive
in the Amsterdam and London offices in December. The drives benefited non-
profit organisations Voedselbank Amsterdam, Voedselbank Diemen and the
Hackney Foodbank in London. The Amsterdam-based team collected and
delivered a pallet of dry goods and a combined total of 18 boxes and bags of
clothing to the Dutch food banks, respectively.
In mid-February 2023, the group organised a Valentine's Day charity bake sale at
the Amsterdam office to benefit victims of the catastrophic earthquake that
took place in central Turkey and northern and western Syria on 6 February, 2023.
The group raised and donated a total of 780 euros to Giro555, and Fastned
matched the donation. Giro555 is a Dutch charitable organisation that takes
part in disaster relief missions around the world, connecting with aid
organisations, companies, broadcasters, sports associations and more groups
throughout the Netherlands for support.
Supporting a Fastned partner in a time of need
At Fastned we feel strongly about building relationships with our partners. In
early February 2023, when the catastrophic earthquake hit central Turkey and
northern and western Syria, the manager of the shop next to our Brecht station
travelled to the disaster region in Turkey, about 100 kilometres from his
hometown, to provide relief for victims. In need of supplies, Fastned employees
organised a fundraiser on his behalf and raised and donated about 2,500 euros
to the cause. This was enough to send two trucks' worth of disaster relief
supplies to the shop manager's team on the ground in Turkey. Fastned also
matched the amount of funds raised and made a separate donation to Giro555
to further support the cause.
Fastned | 2022 Annual Report
51
You joined Fastned in mid-2022, what motivated your choice and why?
I was inspired by Fastned’s mission and was also excited about the possibility of
working with a team of like-minded people who are determined to make the
transition to sustainable mobility happen. I wanted to be a part of that. As we
are now facing the repercussions of climate change in our everyday lives,
making the transition to cleaner mobility is more urgent than ever.
In addition, I was excited about the opportunity to strengthen the company’s
sustainability strategy in this role.
Your arrival at Fastned is the starting point of a more integrated sustainability
strategy. Can you talk to us about it?
We are in the process of formalising it. Because we are a relatively small
company, initiatives were taken in the past but we needed more minds (and
hands) to continue them and to incorporate this work into Fastned’s vision for
the long-term.
My role as sustainability manager consists in helping to organise and lead these
initiatives, and to focus on particular topics that will affect Fastned’s operations.
Indeed, the world is changing quickly and the development of a long-term
sustainability strategy and the disclosure of more ESG data are now interests (or
even requirements) for many of our stakeholders. And Fastned is committed to
fulfilling the goals and reaching the milestones that we will add to our
sustainability roadmap.
Can you tell us a few words about the Lingehorst project?
This was an exciting one for 2022! It was a pilot in which we used electric
equipment instead of diesel-powered machinery for the site construction
process. In the end, we weren’t able to electrify the entire process, but we
already saw benefits from electrifying part of the process. We learned that we
emitted 81.85% less nitrogen oxide (-22.1 kg NOx) and 77.15% less carbon
dioxide (-6,2 ton CO2) in our construction process compared to a traditionally-
built station of equal size.
I look forward to seeing how we can apply these learnings to future construction
projects, as well as working with our suppliers to electrify even more parts of our
value chain.
What will be the main point of the sustainability strategy for the coming years?
I think there will be a few main points. Off the top of my head, an immediate
focus will be our carbon footprint as an organisation, and the work we will do to
reduce our impact on the environment. We are also working on Diversity, Equity
and Inclusion (DEI) and are rolling out an employee-led DEI committee in 2023.
Not so far down the road we’ll also look into our supply chain with a human
rights focus. I think 2023 will be a pivotal year for us as we build upon our ESG
strategy.
Can you share a closing thought on e-mobility, a fossil fuel-free world and
sustainability?
It all comes down to living Fastned’s mission: contributing to a fossil fuel-free
world, giving freedom to EV drivers and accelerating the transition to e-
mobility. Although building high-speed EV charging stations is our 'bread and
butter', we keep our eyes and ears open to new opportunities. And while we do
this, we’ll continue to work on reducing Fastned’s impact on the environment as
well as providing renewable energy for our customers. Sustainability is part of
our DNA, and this will become even clearer in the future. I hope that as we
continue on this journey, we will also use our platform to share best practices
with the rest of our industry.
Fastned | 2022 Annual Report
52
Consolidated income statement7
Key figures (€ million)
2022
2021
2020
% 22-21
Revenues related to charging
36.0
12.4
6.3
191%
Other revenue
—
0.1
0.6
Total revenues
36.0
12.5
6.9
Gross profit related to charging
20.5
8.7
5.2
135%
Gross profit related to charging margin
57%
71%
83%
Gross profit from other revenue
—
—
—
Network operation costs
(12.4)
(6.4)
(4.3)
94%
Operational EBITDA
8.1
2.4
0.9
244%
Network expansion costs
(12.0)
(6.8)
(4.7)
78%
Non cash provisions
(0.1)
—
—
Underlying company EBITDA
(4.0)
(4.4)
(3.8)
Exceptional items
(0.5)
(8.2)
(0.1)
EBITDA
(4.6)
(12.6)
(3.9)
Depreciation & amortisation
(10.3)
(5.9)
(4.1)
Finance income/(cost)
(7.4)
(6.2)
(4.4)
Underlying net profit
(21.7)
(16.4)
(12.3)
Net profit
(22.2)
(24.6)
(12.4)
Earnings per share (depository receipt) (diluted)
(1.27)
(1.48)
(0.84)
Revenue & gross profit
Operating metrics
2022
2021
2020
% 22-21
BEVs in the Netherlands (YE)
328,295
243,664
172,524
35%
BEVs in Germany (YE)
1,013,009
618,460
309,083
64%
Number of operating stations (YE)
244
188
131
30%
Active customers Q4
218,561
111,577
53,309
96%
Active customers NL Q4
160,516
93,370
48,810
72%
Fastned market penetration in NL
49%
38%
28%
Sessions per customer in Q4 in NL
4.0
3.6
3.6
kWh per customer Q4 in NL
84.0
70.5
64.4
19%
Revenue related to charging was €36.0 million in 2022, up 191% YoY, mainly
driven by a 148% increase in volumes delivered to our customers. Energy sold
was 51.9 GWh in 2022, compared to 20.9 GWh in 2021. The growth was driven by
strong sales of electric vehicles throughout Europe and by the acceleration in
our building pace, with 59 new stations added to our network in 2022.
Fastned | 2022 Annual Report
54
7 Definitions of non IFRS measures are provided in the Non IFRS measures  section of this report.
During 2022, the number of electric vehicles increased by approximately 62% in
Belgium, 42% in France, 64% in Germany, 35% in the Netherlands, 47% in
Switzerland, and 69% in the United Kingdom. As a result, the average EV
penetration rate in Fastned's markets (weighted by the number of Fastned
stations in the respective countries) reached 2.9% at year end 2022, 0.9
percentage points higher than in 2021.
In 2022, Fastned built 59 new stations and added 478 chargers, all of which
capable of delivering a minimum power of 150 kW. Simultaneously, network
utilisation rates continue to rise, surpassing pre-corona levels. Despite the
dampening effect of installing more chargers, which increases the total
capacity of our network, the network utilisation is now standing at more than
13.2% in Q4 2022 versus 10.3% in Q4 2021. Like-for-like utilisation, which
compares the same metric while excluding charger additions in the last year,
reached 18%.
Active customers in Q4 2022 grew by 96% year on year to 218,561, outgrowing
the increase in the number of electric vehicles registered. The combination of
faster chargers and electric vehicle fast charge capabilities increasing, led to an
19% increase in the kWh charged per customer, from 70.5 kWh in Q4 2021 to
84.0 kWh in Q4 2022. Sessions per active customer in the Netherlands during
Q4 2022 reached 4.0, increasing by 11% year on year. After two years with
different forms of restrictions to circulation and movement resulting in lower
traffic on highways, sessions per active customer rose back to pre-corona
levels.
Gross profit continued to grow considerably, showing a 135% year on year
increase from €8.7 million in 2021 to €20.5 million in 2022. The result is driven
by higher volumes sold, and by the displayed capacity of keeping a relatively
stable gross profit per kWh, despite the unprecedented volatility in energy
markets.
The main driver of this spike in procurement prices was the shortage of gas in
Europe, resulting from the war in Ukraine and the subsequent reduction in
Russian gas supply. The sudden lack of energy security significantly impacted
wholesale market electricity spot prices, leading to an average price (in the
Netherlands) of €0.24/kWh during 2022. This is a 140% increase when compared
to €0.10/kWh in 2021, and eight times above the average of €0.03/kWh during
2020. A peak was reached in August, when the price of electricity reached an
average of €0.45/kWh with the most expensive day going above €0.69/kWh.
Fastned’s adaptive pricing strategy was crucial to navigate such uncertain
times. During 2022, our energy prices were adjusted six times, both upwards
and downwards to ensure fair pricing to our customers while maintaining a
healthy margin to continue the operation and expansion of our fast charging
stations network. Price transparency is a priority for Fastned: all changes are
clearly communicated through all of our platforms and channels.
Due to our newly adopted adaptive pricing strategy, the effect on gross profit
per kWh was relatively low compared to the extent of the volatility, decreasing
5% to €0.39/kWh in 2022 from €0.42/kWh in 2021.
Fastned | 2022 Annual Report
55
Network operation costs & operational EBITDA
€’000
2022
2021
2020
% 22-21
Network operation costs, per station
(59.0)
(40.0)
(34.3)
48%
Network operation costs, per charger
(12.7)
(11.0)
(11.8)
15%
Operational EBITDA, per station
38.5
14.9
6.9
158%
To give insight into the profitability of our existing operating network, we report
the non IFRS measure Operational EBITDA. This metric is calculated by the
difference between the gross profit and network operation costs, composed of
the direct and indirect costs to run the existing network. Direct costs include
grid fees, rent, and maintenance, while indirect costs are related to the staff
running the network, including salaries, allocated office rent, administration,
and general costs.
Network operation costs per charger increased to €12.7 thousand in 2022, up
from €11.0 thousand in 2021. The increase is mainly due to the combination of
inflationary pressures and swift team expansion to develop scalable solutions in
anticipation of Fastned’s increasing network. The Operations & Analytics team
grew to an average of 37 FTEs in 2022, from 26 FTEs in 2021.
Network operation costs per station increased by 48%, reaching €59.0
thousand in 2022. The major factor for the increase is the change in the number
of chargers installed per location, standing at 5.1 year end 2022, from 4.0 year
end 2021. Furthermore, larger grid connections are being installed to
accommodate anticipated charging demand growth. Total network operation
costs grew due to an increase in the number of stations.
Operational EBITDA per station was €38.5 thousand in 2022, a 158% year on year
increase when compared to €14.9 thousand in 2021. Operational EBITDA margin
reached 23%, registering an increase of 4 percentage points from the 19% in the
previous year.
Total operational EBITDA grew to €8.1 million in 2022, an increase of 244% from
the previous year, and higher than the growth in revenue related to charging (by
191% YoY) showing Fastned’s scalability and operational leverage potential.
Network expansion costs and underlying company EBITDA
Network expansion costs are related 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.
During the past year, an average of 80 Fastned employees (FTEs8) were active in
network expansion or supporting this effort, up from 53 in 2021.
In 2022, Fastned acquired 50 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 59 stations in 2022, growing our
operating network by 30%, from 188 stations at year end 2021 to 244 at year end
2022.
Network expansion costs grew by 78% to €12.0 million in 2022, mainly due to an
increase in the number of employees attributed to network expansion.
Underlying company EBITDA improved to negative €4.0 million in 2022, from
negative €4.4 million in 2021, demonstrating Fastned’s economies of scale,
despite the increasing costs in expanding our network further.
Exceptional items
€’000
2022
2021
2020
Gross profit from station construction
(6)
(13)
(5)
Other income/(expense)
(58)
—
29
Supplier insolvency
—
—
(160)
Covid subsidy
—
—
152
Options awarded to staff
—
(8,158)
(91)
Impairment losses and gains
(452)
Total exceptional items
(516)
(8,171)
(75)
In 2022, Fastned registered an impairment loss of €452 thousand, related to a
loan outstanding with Fastned Terra 1 B.V. (see Note 14.2).
Fastned | 2022 Annual Report
56
8 Full-time equivalent (FTE), or whole time equivalent (WTE), is a unit of measurement that indicates the workload of an employed person (or student) in a way that makes workloads or class loads comparable across
various contexts
Other income statement items
€’000
2022
2021
2020
% 22-21
Depreciation & amortisation
(10,261)
(5,869)
(4,140)
75%
Finance income/(cost)
(7.385)
(6,163)
(4,388)
20%
Depreciation, amortisation & provisions grew by 75% year on year in 2022 to
€10.4 million due to the growing number of stations and the chargers upgrade
programmes.
Finance costs grew 20% to €7.4 million due to a higher number of bonds
outstanding. The increased amount in retail bonds shows the growing capacity
of Fastned to attract investments.
We recorded a net loss of €22.2 million in 2022, compared to a net loss of €24.6
million in 2021. The main reasons for the loss can be traced back to the nascent
stage of the charging market, as well as our high-pace growth strategy.
Cash flow
€’000
2022
2021
2020
Loss before tax
(22,202)
(24,599)
(12,401)
Depreciation
10,260
5,869
4,141
Net (gain)/loss on sale of non-current assets
58
—
(29)
Provisions
4,732
2,879
302
Deferral of unearned revenues
(41)
(31)
(69)
Share-based payments
8,158
91
Other adjustments
(285)
(123)
383
Changes in working capital
(4,025)
(2,132)
796
Net cash flow from operating activities
(10,790)
(9,979)
(6,786)
Net cash flow used in investing activities
(67,492)
(36,598)
(8,488)
Net cash flow from financing activities
99,772
141,457
29,772
Currency translation differences
(543)
(139)
25
Net increase in cash and cash equivalents
20,947
94,741
14,523
Cash and cash equivalents at 31 December
149,538
128,591
33,850
Cash flow from operating activities in 2022 was negative €10.8 million, an
increase of 8% vis-à-vis the previous year (negative €10.0 million in 2021).
Investing activities are related 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 the last year, we started the operation of 59 new stations
and increased the average number of chargers per station from 4.0 at the end of
2021 to 5.1 at the end of 2022. The accelerated expansion plan resulted in cash
flow from investing activities being €67.5 million in 2022, 84% higher than the
€36.6 million in 2021.
Net cash inflow from financing activities was €99.8 million in 2022, down 29%
from the €141.5 million in 2021. The capital raised during 2022 resulted from a
€75 million strategic investment from Schroders Capital, as well as more than
€36 million in retail bond issuance. The additional funds will contribute to
Fastned’s expansion.
Balance sheet
€’000
2022
2021
2020
Non-current assets
151,828
81,443
44,842
Cash and cash equivalents
149,538
128,591
33,850
Other current assets
13,864
4,569
1,592
Total assets
315,230
214,603
80,284
€’000
2022
2021
2020
Share capital plus share premium
246,439
172,087
28,397
Retained earnings and other reserves
(85,794)
(62,878)
(46,469)
Total equity
160,645
109,209
(18,072)
Non-current liabilities
122,860
86,876
93,464
Current liabilities
31,725
18,518
4,892
Total liabilities
154,585
105,394
98,356
Total equity & liabilities
315,230
214,603
80,284
Over the course of 2022, Fastned's total balance sheet increased by 46% to
€315.2 million from €214.6 million as of 31 December, 2021.
Total equity increased to €160.6 million at year-end 2022, mainly driven up by
the €75 million capital raise and down by the net loss for the year (€22.2 million).
Non-current assets increased by €70.4 million in 2022 mainly due to
expenditure on property, plant and equipment incurred by Fastned for the
construction of new stations and for charger upgrade programmes.
Fastned | 2022 Annual Report
57
Current assets increased by €30.2 million compared to 2021 driven by improved
cash position in connection with the €75 million capital raise done in October
2022 (cash and cash equivalent at €149.5 million in 2022 vs. €128.6 million in
2021). This cash will mainly be used for capital investment in Fastned's network
and, to some extent, for ongoing operating expenditure.
Non-current liabilities were €122.9 million at the end of 2022, up from €86.9
million at year-end 2021. The increase mostly reflects movements due to the
issuance of additional retail bonds. Current liabilities increased to €31.7 million
in 2022 from €18.5 million at year-end 2021, due to the upcoming maturity of
bonds.
Station economics
Average station economics, based on Q4 annualised revenues
€’000 (annualised)
Q4 2022
Q4 2021
Q4 2020
Q4 revenue related to charging, per station
231
113
58
Gross margin related to charging, per station
138
80
48
Gross margin per kWh (€)
0.45
0.36
0.46
Gross margin %
60%
71%
83%
Operating costs per station9
(59)
(40)
(34)
Operational EBITDA per station (A)
79
40
14
Initial investment per station (B)
514
429
340
ROIC (A / B)
15.4%
9.3%
4.1%
To give insight into the development of station-level economics, we show the
economics of an average station above. With electric vehicle adoption
accelerating, station utilisation and revenues have gone up considerably, rapidly
improving station economics. As a result, gross margin per station increased
73%, reaching an annualised €138 thousand in the last quarter of 2022 from €80
thousand the year before. Operational EBITDA increased by 98%, reaching an
annualised value of €79 thousand, showing the operational leverage potential of
our business. Driven by construction of larger stations, and inflation during
2022, the initial investment per station increased 20%, to an average of €514
thousand. Returns on invested capital (ROIC), measured as the ratio between
operational EBITDA and initial investment per station showed once again a
positive growth rate, increasing 6.1 percentage points, and reaching 15.4% in
2022.
Top station economics, based on Q4 annualised revenues
€’000 (annualised)
Q4 2022
Q4 2021
Q4 2020
Q4 revenue related to charging
783
314
167
Gross margin related to charging
470
223
161
Gross margin per kWh (€)
0.45
0.36
0.46
Assumed gross margin %
60%
71%
83%
Operating costs per station10
(73)
(66)
(70)
Operational EBITDA (A)
397
157
91
Initial investment (B)
612
608
573
ROIC (A / B)
65%
26%
16%
To show the potential of our network, we also show the economics of one of our
top five performing stations. This is a top performing site as it is located on a
high traffic road and in a part of the Netherlands with relatively high electric
vehicle adoption.
The station shown is performing well because the general traffic on the adjacent
highway is circa three times higher than the traffic on the average station,
leading to approximately three times higher estimated electric vehicle traffic
and circa three times higher revenues. The current performance of this top five
station illustrates the potential for fast charging stations at high traffic
locations (our average station), but with approximately three times higher
electric vehicle traffic.
On an absolute basis, electric vehicle fleet penetration is still low (at 3.6% in Q4
2022 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 about four to eight times higher than today.
Fastned | 2022 Annual Report
58
9 Average operating costs per station for full year.
10 Average operating costs per station for full  year, adjusted for the number of chargers in the station.
Fastned recognises that risks are associated with achieving its strategy and
business objectives. Fastned aims to be risk aware without being too risk
averse, operating within a defined risk appetite. Risk management is an
essential element of Fastned’s culture, corporate governance and day-to-day
business. The Management Board therefore recognises the importance of a
formalised approach towards risk management driven by four guiding
principles.
The EU commission has expressed clear ambitions about the EV charging
infrastructure in Europe. More regulation is provided in the EU for tenders,
exploitation of sites and the continuity of the charging infrastructure. The
electric vehicle (EV) and charging industries are developing towards a more
mature stage.
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. Although Fastned takes an entrepreneurial approach, we have a
low to moderate appetite for most risk categories, as expressed in the overview
on this page. When determining the appetite for certain risk categories, Fastned
determines the probability of each risk becoming a reality and the impact it
would have on, for instance, our strategy, reputation, staff safety, operations
and (regulatory) compliance.
Low risk appetite
Moderate risk appetite
High risk appetite
A low risk tolerance is also
described as risk averse.
Intention is to limit the
exposure of risks to low
level.
A medium risk tolerance is
also described as risk
neutral. It is (temporarily)
comfortable to accept risks
that have the best risk
reward ratio or risks that are
needed to reach business
objectives.
A high risk tolerance is also
described as risk seeking or
doing nothing with
opportunities. High risks are
in rare circumstances
temporarily needed to reach
critical business objectives
or to seek a solution. This
decision is up to the
managing board.
Operational risk
Strategic risk
Fraud risk
Financial risk
Legal and Compliance risk
Financial reporting risk
Risk governance
Fastned applies the Three Lines model as an effective structure to enable the
achievement of objectives, while supporting strong governance and risks
management. As a first line, senior management and all employees help the
Management Board to carry out managing risks and controls on a daily basis, as
shown in first line of the graph below. They are encouraged to work in an
entrepreneurial manner and to take risks, provided they are equipped to
manage these risks and operate within the risk appetite boundaries set by the
Management Board. Senior management is responsible for effective internal
controls and the risk management for the activities under their responsibility.
Furthermore, the Management Board is advised by the staff functions, such as
Finance (including Sustainability position), People & Culture, IT, Legal &
Fastned | 2022 Annual Report
60
Compliance, as these teams monitor risk management within their respective
functional areas.
The Risk & Control (including IT Security position) and Legal & Compliance
(including Data Privacy position) functions represent the second line and jointly
protect and monitor Fastned’s risk strategy, risk culture and integrity. The
second line works closely with the external auditor.
As the third line, Fastned will initiate an internal audit function in 2023. This
function will be integrated with the Risk & Control function to align working
methods and the approach to risk management. It will also make sure that the
internal audit findings are monitored and followed by the day-to-day
operations. To ensure an independent internal audit function, the design and
implementation will be in line with the IIA NL standards11. The combined Risk &
Control, Audit function reports to the management board and the Audit & Risk
Committee on the functioning of the internal control systems.
The Audit & Risk Committee supervises the effectiveness of the internal control
systems, while the Supervisory Board approves the overall strategic objectives
and validates the associated risk appetite.
Risk management framework
In the past year, Fastned made important steps in the further development of
the internal risk management and control system in line with the ISO31000:2018
standard. During 2022, the embedding of risk and control assessments was
further realised, using a top-down overall risk assessment led by Fastned’s
leadership team, and a structured bottom-up approach focussing on key
processes. The outcomes were entered in Fastned’s new implemented risk
management platform to enhance monitoring and reporting. For part of the risk
assessment, specific attention was given to integrity and fraud-related topics
reflected in the Code of Conduct. In 2023, Fastned will continue to enhance and
embed the internal risk management and control system by focussing on risk
analysis, control testing, reporting and risk ownership in the business.
Most important developments and risks
The impact of the corona pandemic has decreased by the end of 2022, resulting
in an upward trend of charger utilisation. The impact of the Russian invasion of
Ukraine, however, continues to affect the uncertainty of wholesale energy
prices. This had an effect on Fastned’s margin per kWh sold. Fastned adjusted
its prices accordingly by introducing a more dynamic pricing mechanism.
Geopolitical developments, effects from higher energy prices and inflation
rates continued to increase prices for materials. Using our strong relationship
with suppliers and buying upfront larger quantities of materials, Fastned
secured potential shortage of material supplies and delivery times.
Going forward, Fastned foresees that the charging market will become a more
regulated market, facing more competition and increased customer demand for
high-quality charging experiences. To meet these challenges, we continue to
offer high-end and convenient charging infrastructure, test the latest charging
technology (e.g. 400kW chargers), and intensively look for new sites with
amenity options. In parallel, it is Fastned’s ambition to apply a sustainable
operating model by focusing on limiting or adjusting used materials, only using
renewable energy for charging, and CO2 reduction during construction
activities. A successful pilot was realised in constructing one of our Dutch
stations, Lingehorst. More information can be found in the section 'Our impact
on the environment', page 48 of this report.
The most important risks that can impact Fastned’s financial performance or
business model are identified in the tables on the following pages. They are
similar to the risks identified in the 2021 Annual Report and therefore, Fastned’s
overall risk profile has not changed compared to last year.
While these assessments showed no material shortcomings, appropriate
mitigating actions were taken when necessary.
Fastned | 2022 Annual Report
61
11 Institute of Internal Auditors Nederland, Combining Internal Audit and Second Line of Defense Functions, 2014
Strategic Risk
The risk that strategic objectives cannot be realised, important business opportunities cannot be leveraged or the business model requires adjustment.
Risk appetite: Moderate
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
1
Revenue development/charger utilisation
EV drivers charge less at Fastned stations and lower number of battery electric vehicles (BEVs) on the road than anticipated.
As the political climate is in favour of BEVs and the number of
BEVs is growing considerably across our markets in the EU,
Fastned observes a positive trend for charger utilisation. This is
supported by our high-end and convenient charging
infrastructure and highly-rated customer support. The
challenge is to be top-of-mind for EV drivers when it comes to
charging.
By continuing to expand and offer high-end and convenient charging
infrastructure, we keep aiming for network operations excellence. Fastned
believes that the hurdles for purchasing a BEV are lowered, which stimulates
people’s choice in favour of Fastned stations. In support of that ambition and to
be top-of-mind for EV drivers when it comes to charging, Fastned will intensify
its branding and marketing activities,  and will continue to innovate its charging
app and related functions (e.g. auto charging).
Moderate
↔
Fastned | 2022 Annual Report
62
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
2
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.
In line with 2021, 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 about tendering of fast
charging sites.
Fastned's Public Affairs team is active in all key markets. Together with the Legal
team and outside advisors, we have a continuous dialogue with authorities in our
key markets. Topics are, amongst others, expected tenders, allotment of fast
charging permissions including amenities, and renewal conditions of current
concessions. Fastned aims to ensure that these procedures are in line with EU
principles. To build up a diversified portfolio of locations, Fastned also develops
commercial sites.
Moderate
↔
3
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.
Fastned aims to offer people the fastest and easiest charging
experience across its locations. EV drivers are attracted to nice
sites with a high charging speed. Fastned is one of the
frontrunners in offering fast charging.
Fastned is an active member of CharIN (the organisation behind the CCS fast
charging standard). Fastned maintains regular contact with various OEMs and
charger manufacturers across the globe, with an aim to use best-in-class and
future-proof technology at our stations. The effect is that Fastned regularly
upgrades stations with ultra fast chargers. Across our charging infrastructure, we
have rolled our payment terminals to our chargers to improve customer payment
flexibility. Recently, Fastned has started several pilots with EVBox, ABB and
Alpitronic to test their newest (faster) chargers.
Low
↔
4
Network development
Losing pace of gaining new locations and the risk of not securing the right ones, resulting in underperformance.
A filled pipeline of secured stations is critical to meet our
mission of a network of 1,000 stations in 2030. Governments
are pushing for charging stations and zero-emission zone
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 also experiences increased competition
at existing sites from petrol stations and restaurants.
Uncertainty about being able to renew current concessions at
end-of-contract has also an upward effect on this risk.
In 2022, Fastned secured 50 locations, bringing our acquired pipeline to 376
sites. In order to compete, Fastned continues to focus on offering outstanding
charging experiences. Our Network Development team further explores market
opportunities in new European countries and by actively looking for interesting
commercial sites. With the support of our internal Datalab, data analytics has
become an integrated part of the search for new sites.
To make our stations more attractive, Fastned has started to install station
amenities like bins, toilets and our first shop. Additionally, the Public Affairs team
is focusing on stimulating transparent tender conditions for exploring new sites
and amenities.
Moderate/High
↑
Fastned | 2022 Annual Report
63
Operational Risk
The risk that objectives cannot be realised due to people, process, technology and information security/continuity events. In scope are also third-party related risks.
Risk appetite: Low
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
1
Electricity grid constraints
Not being able to connect new stations to the electricity grid, or to operate stations at optimal capacity due to limited grid connection capacity.
Across the EU, the electricity grid faces more and more
capacity limitations. Due to these limitations and increased
competition, the lead time for obtaining new grid connections
is getting longer. Also, the requested grid connection capacity
cannot always be obtained for every station.
Before the construction of a new station begins, Fastned’s strategy is to request
a grid connection as early as possible and to apply for more grid connection
capacity than needed 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 dynamic
pricing to manage demand and to apply load balancing to stretch existing
capacity at stations.
Moderate
↔
Fastned | 2022 Annual Report
64
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
2
Pressure in supply chain
Limitations in the supply chain due to continued geopolitical developments, the scarcity of chargers hampers the construction of new stations or timely upgrades of existing
stations.
Although supply chains have recovered in general, uncertainty
in the supply chain remains relatively high due to geopolitical
developments between China, the US and the EU. The growing
demand for chargers while supply ramps up without losing
sight of quality further stimulates the pressure in the charger
supply chain. In combination with the small number of charger
manufacturers Fastned depends on, this can hamper the
company's growth ambition in the coming years.
Besides our well-established relationship with our current (charger) suppliers,
Fastned continuously looks for opportunities to diversify its portfolio of
suppliers to decrease third-party risks. For example, a pilot with charger
supplier EVBox has started to diversify our portfolio of charger manufacturers.
To ensure the timely delivery of materials, Fastned closely monitors its pipeline
for new and soon-to-be upgraded stations by looking more upfront and
integrating more flexibility in the material ordering process.
Moderate/High
↑
3
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.
Increasing requirements for clean, safe and operating stations
with a high uptime have become more standard by
governments, commercial parties and customers. It is of
critical strategic importance to Fastned to maintain high
customer satisfaction, focus on good client support, clean
stations and ensure 99% charger uptime. Fastned expects that
a repair within 24 hours will become the norm.
As a charging operator, Fastned has built up one of the highest customer
satisfaction ratings. It is essential to have a dedicated in-house Customer
Support team, network operations centre and Field Operations team to respond
quickly to any operational issue. Fastned will continue to improve its back and
front office processes and systems while maintaining operational excellence. To
support that ambition, Fastned enhanced its mobile app with new
functionalities, such as Autocharge. Payment terminals are installed on chargers,
increasing the number of payment options for customers.
Moderate
↔
4
Talent acquisition and retention
Not being able to attract, train and retain good staff, hampering the growth ambition of Fastned.
Having a motivated and competent team in all our markets is
essential to successful operations and business growth.
Recruiting the right talent remains difficult in a tight labour
market, especially in areas such as IT, software development
and maintenance.
Fastned is considered an attractive employer by many candidates. The
company’s mission, culture and operating model are key success factors. Going
forward, Fastned will give more attention to proactively marketing its position
as an attractive employer. Combined with its reinforced recruiting capacity in
the local countries, Fastned foresees developing efficiently.
Moderate
↔
Fastned | 2022 Annual Report
65
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
5
Health & Safety
The risk of an unhygienic working environment, injuries of employees and affiliates on-premise (i.e. site, station or office) or during work-related activities.
The rapidly growing workforce and the growing number of
construction and operational sites increase the risk of health
and safety issues. To mitigate that risk, Fastned applies clear
health and safety (H&S) instructions for all staff working on a
construction site or performing station maintenance. We
ensure that adequate equipment is provided for our
construction and maintenance staff, and that they are certified
and regularly follow awareness courses. Construction
managers and maintenance coordinators frequently monitor
adherence to the H&S instructions. At Fastned offices, a
healthy workplace is realised by adequate equipment (e.g.
desks, chairs and monitors), daily cleaning and trained
employees that can assist in case of emergency on site.
The expected higher construction pace, the increasing maintenance activities in
line with the number of operational stations, and the growing employee base
require extra focus on H&S management. As a first step, we will perform an HSE
assessment by an external party in 2023. In addition, Fastned will set up a
separate H&S function as part of the Risk & Control function.
Moderate
↔
Fastned | 2022 Annual Report
66
Financial Risk
The risk of a financial loss resulting from a counterparty’s failure to repay a loan or meet contractual obligations, or the inability to meet long-term debts and continue
operating into the future, or to obtain timely funding for charging network expansion.
Risk appetite: Moderate
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
1
Liquidity planning and capital position
Insufficient funds to pay creditors and to manage financial commitments, as well as to finance further charging network expansion.
Fastned strongly focuses on a healthy liquidity position to
meet ongoing concern requirements and to repay or refinance
outstanding bonds. Fastned’s current capital position enables
further expansion of the charging network and management of
financial commitments.
During 2022, Fastned enhanced its capital position by raising up to €118m via a
private placement of €75m in equity to Schroders Capital's infrastructure fund
and issuing new/extending bonds. This secures pre-funding of our construction
activities 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 the Legal team and the head of the business line involved. Additionally,
Fastned applies a structured purchase order process, with defined PO limits and
segregation of duties.
Low
↔
Fastned | 2022 Annual Report
67
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
2
Pricing development
Risk of decreasing gross margin per station.
Wholesale market energy prices increased sharply throughout
Europe in the course of the year, mainly caused by the Russian
invasion of Ukraine. This has impacted the price of materials
and has had a considerable impact on inflation. Although
government measures might limit the impact to a certain
extent, the volatility of wholesale market energy prices
continues. By introducing an adaptive pricing strategy, Fastned
has been able to mitigate the pressure on gross margin per
kWh sold without impact on volumes. Going forward, Fastned
will closely monitor competitors' pricing strategies as it can
become a differentiator, and some competitors have more
investments capabilities than Fastned.
In Q4 2021, Fastned changed its prices for the first time to be able to reflect price
trends in the European wholesale electricity market. Effects of higher price
inflation on costs and gross margin per station are closely assessed by Fastned
and, if necessary, mitigated through price correction. In 2022, because of volatile
energy prices, Fastned applied price corrections several times. To enhance the
flexibility in our pricing strategy, Fastned looks for opportunities to refine it
depending on, for instance, time, day, location, etc. In addition, Fastned explores
alternative energy procurement strategies.
Low/Moderate
↓
3
Impact of coronavirus pandemic
Revenues can be impacted because of lower traffic numbers. Risk of operations impacted by staff being ill/not being able to come to the office.
The coronavirus pandemic continued to impact certain parts of
the world. In the EU, however, the estimated impact of corona
was almost considered zero in the second half of 2022.
Therefore, EU governments released all restrictions which
normalised our lives again. Fastned’s revenue increased
accordingly in 2022, thanks to new station openings and an
increase in electric vehicles on the roads. Looking back, corona
only minimally impacted the way we operate, as working
remotely has been possible for almost all office staff since
before the start of the pandemic.
Fastned continues to monitor the developments of the coronavirus pandemic.
The hybrid working model is fully embraced at Fastned, giving attention to
finding the right balance between working remotely and in-office, ensuring a
safe working environment while making sure everyone feels and stays involved.
Low
↓
Fastned | 2022 Annual Report
68
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
4
Russia - Ukraine conflict
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 US, UK and Europe have initiated sanctions against Russia.
Fastned has no business activities in neither Russia nor
Ukraine. However, because of the Russian invasion of Ukraine
and related international response measures, including
sanctions and capital controls, the supply chains of charging
equipment and raw materials for station construction is
affected. As a result, energy prices have strongly increased and
are volatile. This could have a wider impact on the rate of
growth of BEVs and indirectly on Fastned’s business operations
in Western Europe.
Fastned continues to monitor the situation to stay abreast of all relevant
updates, to implement effective and appropriate additional control measures,
and to manage increased supply chain risks, cyber risks and financial impacts of
these developments. In parallel, Fastned continues to improve the level of
information security and to limit the risk of dependency on single suppliers.
Moderate/High
↓
Fastned | 2022 Annual Report
69
Financial reporting risk
The risk of external financial and regulatory reporting failure (i.e. misstatement).
Risk appetite: Low
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
1
Financial misstatement
External reported financials are not in line with accounting standards or incomplete by which external stakeholders — like regulatory agencies, current and potential shareholders
and investors, and bondholders — could draw incorrect conclusions about a company's current and future financial health.
Reporting accurate financial reports is a challenge, even more
considering mandatory external timelines. Fastned’s financial
statements are in accordance with International Financial
Reporting Standards (IFRS) as adopted by the EU and also
comply with the financial reporting requirements included in
Part 9 of Book 2 of the Dutch Civil Code. Compliance with
these standards and regulations is internally and externally
monitored by the supervisory board and the external
accountant, respectively.
Additionally, financial data is centrally managed in a financial
system. A supportive internal control system is implemented
with preventive and detective controls to ensure the accuracy
of financial figures. The operating effectiveness is annually
audited by the external accountant. Only authorised people
have access to the data and process changes. The
Management Board validates the financials before reporting
internally and externally, and the Supervisory Board monitors
the integrity and quality of the company’s financial reporting.
Fastned is working on further linking different financial data sources to support a
more efficient, robust financial reporting process going forward.
Low
↔
Fastned | 2022 Annual Report
70
Fraud risk
The risk of committing fraud by employees or a third party, including cyber risk.
Risk appetite: Low
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
1
Kickback or bribery arrangements
Kickback arrangements can occur when defining price arrangements for material purchases with service and/or material suppliers. Someone internally can agree with higher prices
for financial gain in return. The possibility that a contractor tries to get a contract or exceptional contract conditions by gifts, nice events or manipulation.
Although the organisation and business continue to
experience rapid growth and trends of further enforcement of
anti-corruption regulation are observed, Fastned considers the
internal and external fraud risks regarding kickback and bribery
arrangements limited because of a combination of formal and
informal controls. Formal controls involve a strict signing
process for contracts including segregation of duties and at
least the 6-eyes principle as well as a related party check. The
company’s open culture and clearly outlined Code of Conduct
stimulate the right set of informal controls.
Fastned will continue paying attention to fraud-related risks through onboarding
sessions, regular meetings with staff about work conditions/climate, and
awareness training. Further outlining the gift policy will provide guidance to
employees for recognising the first signals of kickback and bribery
arrangements.
Low
↔
Fastned | 2022 Annual Report
71
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
2
Cyber risks (e.g. phishing, ransomware attack, spoofing, man-in-the-middle, DDoS)
Leakage, manipulation, locking or spoofing of (sensitive) data as a result from a cyberattack. This could result in financial loss, discontinuity of operations, reputational damage,
legal claims or penalties.
In our digital society, the risk of cyberattacks requires
continuous monitoring. Besides regularly-performed
information security risk assessments, Fastned enhanced and
further implemented mobile device management, patch
management, backup management, antivirus protection and
user access management, and stimulated awareness company-
wide. To be sure that the information security of our managed
backend IT environment would be adequate, a penetration test
was performed by an established third party.
In line with our proactive approach to managing cyber risk, Fastned will continue
monitoring the threat level of cyberattacks and enhancing its preventive and
detective controls. Improving user awareness will give priority as well as the
focus on monitoring, detection (i.e. SIEM solution) and incident response
management. In this way, we will also align with upcoming regulations (i.e. Dutch
law Security network- and information systems (Wbni).
To demonstrate that the level of information security and continuity is up-to-
standard and in line with ISO27k standards, Fastned has the intention to work
towards certification.
Moderate
↓
3
Management override
Possibility that after the approval process, a board member or director override the outcome (e.g. pricing details, no-go decisions, contract terms) as final approver for personal
gain.
Assessing our compliance system in 2022 demonstrated that
the set of preventive and detective internal controls
adequately mitigates the risk of management override. A
formalised signing process for contracts is implemented,
including segregation of duties, keeping an audit trail and at
least 6-eyes principle as well as a related party check. The
company’s open culture and clearly outlined Code of Conduct
stimulate the right set of informal controls.
Fastned will annually assess the risk of management override as the number of
senior management positions will grow. If needed, additional measures will be
taken to limit the risk. Also, continuous attention will be paid to stimulating
Fastned’s open culture.
Low
↓
4
Data manipulation
Possibility that site selection data, financial data and contract-related data are manipulated to harm Fastned for own purposes.
Ensuring data integrity is of high importance for correct
internal decision making and financial reporting to external
stakeholders. Fastned has implemented a set of preventive and
detective internal controls to mitigate the risk. To maintain the
data, different applications are used with strict authorisations
taking into consideration segregation of duty, built-in
application controls like reconciliation, audit trails and dual
control. These automated controls are accompanied by manual
plausibility checks, checklists and multiple validation checks
across teams (see also financial reporting risk). Besides so-
called 'hard' controls, the company’s open culture and clearly-
outlined Code of Conduct stimulate the right set of informal
controls.
To limit the risk of data manipulation even further, Fastned is working on further
integrating backend and frontend systems to enhance reconciliation. Enhancing
monitoring of audit trails and detection controls as part of a SIEM solution will be
looked at.
Low
↔
Fastned | 2022 Annual Report
72
Legal & Compliance risk
The risk of misconduct, failure in (non-)contractual obligations, or regulatory non-compliance as well as mishandling of legal processes.
Risk appetite: Low
Risk assessment
Our approach
Residual risk
Trend ‘22 vs ‘21
1
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.
There is a growing demand for harmonisation of sustainability
frameworks and reporting on sustainability information.
Fastned expects that the new Corporate Sustainability
Reporting Directive (CSRD) that will take effect starting 2024,
will impact the reporting of Fastned’s processes and controls
with respect to the information on sustainability.
In preparation for external reporting on sustainability information, Fastned has
started to assess the company’s actions on sustainability and social equity in line
with widely-accepted sustainability standards.
Low
↔
2
Misconduct
Not treating colleagues or other people with respect or fairness, showing inappropriate behaviour or not practising inclusiveness.
Employees are Fastned’s most important resource. We work as
a team, promote inclusiveness and treat our colleagues with
respect and fairness. Fastned safeguards a culture of mutual
trust and values differences of opinion as well as cultural
diversity. In case of conflicts, incidents or signals, the
Whistleblower policy provides easy access for escalation
supported by the non-compliance response policy to handle
misconduct signals or events with care.
Fastned continues to stimulate adherence to our cultural values through leading
by example and by discussing dilemmas with employees about what is
acceptable behaviour or not. As part of our open culture, we will safeguard our
trusted work environment where employees feel safe to speak up.
Low
↔
Fastned | 2022 Annual Report
73
Corporate Governance
Good corporate governance is fundamental to ensure companies are managed
in a responsible, sustainable way, and also a way that aligns with stakeholder
interests.
The purpose of corporate governance is to achieve, with or in relation to laws
and regulations, a sound and transparent system of checks and balances
within Dutch listed companies like Fastned. It also regulates the relations
between the Management Board, the Supervisory Board and shareholders.
Compliance with good corporate governance contributes to confidence in the
good and responsible management of companies and their embedding in
society. It also allows Fastned to ensure its continuity and growth while
creating long-term shareholder value.
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 electric drivers and accelerate the transition to
sustainable mobility. 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 Management Board is complemented by the Executive
Team, composed of the directors (six) of the main areas of growth of the
company. 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 is 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 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.
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
Fastned | 2022 Annual Report
75
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 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. However, an Internal Risk &
Control manager was hired and started in 2022 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 Practice Provision 2.1.7 - Independence of the Supervisory Board
With the appointment of Jérôme Janssen, which took place on 7 December,
2022, the Company no longer complies with best practice provision 2.1.7(ii),
which requires that more than half of the supervisory board members shall be
independent. Following the appointment of Jérôme Janssen, the Supervisory
Board now consists of four Supervisory Directors. Both Bart Lubbers as
chairman (as further described below) and, for as long as Schroders holds 10%
or more of the DRs, Jérôme Janssen will not be 'independent' within the
meaning of the Dutch Corporate Governance Code. For as long as Schroders
holds a certain percentage of DRs, Schroders shall have the right to nominate
one Supervisory Director for appointment by the General Meeting and shall
have the right to propose a replacement for such member. Such a member will
not need to be 'independent' within the meaning of the Dutch Corporate
Governance Code.
Best Practice 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 Practice 2.3.4 - Composition of committee
More than half of the members of the committees are not independent within
the meaning of best practice provision 2.1.8.
Best Practice 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 Practice 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.
Fastned | 2022 Annual Report
76
Best Practice 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, internal policies and
procedures, laws and regulations. Reporting of such instances by Fastned
employees can be done through the established internal reporting channels or
the external reporting channel. The Whistleblower policy can be found on
Fastned’s website. No irregularities were reported in the financial year 2022.
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.
Fastned's Supervisory Board currently consists of four members. In 2022, one
new member was appointed.
Data privacy and cybersecurity
Customers entrust Fastned with their personal data, and Fastned considers it
vital that we secure this information and handle it with due care, at all times.
Fastned complies with the General Data Protection Regulation (GDPR) and all
applicable national privacy and data protection laws in every country where we
are present. Fastned only processes personal data where it can provide a legal
basis for doing so, and can do so transparently. Processing activities are
described in detail in our privacy policy, which is available to everyone on our
website and mobile application, in all languages of the countries in which we
operate. Herein, we describe all activities related to the collection, use, sharing
and retention of our customer data, including data transferred to third parties.
Fastned has also appointed a data protection officer who handles all customer
privacy requests, implements our privacy policies and constantly updates,
improves and strengthens its processes and procedures and closely monitors
changes in new and existing privacy legislation.
Fastned | 2022 Annual Report
77
Remuneration report
Management Board remuneration
The remuneration of the individual Managing Board members 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
•Long-term incentive - share options
•Pension
•Other benefits
The Managing Board members have entered into an employment agreement
with Fastned. The employment agreements have the same terms and conditions
as the employment agreements of regular employees of Fastned. Fastned does
not provide any personal loans, advances or guarantees to Managing Board
members. There are no contractual severance arrangements in place between
the Managing Board members and Fastned. The employment agreements are
entered into for an indefinite period of time with a one month notice period for
both parties.
Base Salary
The base salary of the Managing Board members 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 Board member 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.
Long-term incentive plan
In principle, the Managing Board members participate in the Option Plan that
applies to all employees of the Company. Mr. Langezaal is however excluded
from this option plan.
Under the Option Plan, ten milestones are defined, each goal consisting of a
market capitalisation related goal and an operational goal. Each time such
milestone is met, Fastned will allocate options for newly to be issued DRs to its
employees for a total of 1% of the then outstanding number of DRs. The
allocation of these options for newly to be issued DRs 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.
The milestones of Fastned’s Option Plan
Milestone Market cap goal (in millions of EUR) Operational Goal
1.> 150 > 100 stations
2.> 200 > EUR 1 million revenues in one calendar year
3.> 300 > 250 stations operational
4.> 400 > 150 kW charging on 50% of the stations
5.> 500 > Company net profitable for 12 months in a row
6.> 600 > 500 stations operational
7.> 700 > EUR 100 million in revenues in one calendar year
8.> 800 > 30% EBITDA margin for 12 months in a row
9. > 900 > 300 kW charging on 50% of our stations
10.> 1,000 > 1,000 stations operational
The milestones of the Option Plan consists of two targets which need to be
achieved. Achieving an operational goal does not automatically translate into
the market capitalisation linked to the same milestone. See the Remuneration
Policy posted on Fastned’s website for more detail.
Fastned | 2022 Annual Report
78
Pension and other benefits
In principle, the Managing Board members are eligible to participate in the
Company’s pension scheme. However, if a Managing Board member 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 Board member 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 Board members 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 compensation of
the Managing Board members divided by the average employee compensation
(total personnel expenses divided by the average number of FTE).
Consequently, Fastned’s calculated pay ratio in 2022 is 1.83 (2021: 2.13).
Management Board Remuneration over 2022
The table below provides the remuneration of each member of the Management
Board, for the financial year that ended on 31 December, 2022.
€’000
Fixed
remuneration
Pension
Other
benefits
*
Option
plan
Total
2022
Mr Langezaal
100
—
19
—
119
Mr Korthals
Altes**
25
3
2
—
30
Mr Van Dijk
143
11
13
—
167
€’000
Fixed
remuneration
Pension
Other
benefits
*
Option
plan
Total
2021
Mr Langezaal
97
—
20
—
117
Mr Korthals Altes
107
13
14
526
660
Mr Van Dijk
133
10
13
496
652
*The IFRS costs shown in this column are excluding the annual employer contributions to the Dutch
social security.
** Mr Korthals Altes resigned on 9 March, 2022.
Additionally, options granted to and held by Victor van Dijk amount to 9,562
options as at 31 December 2022 (2021: 9,562).
Historical five-year comparison
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 2017 and 2019 non-founders joined the Board.
Fastned | 2022 Annual Report
79
2022
Δ
2021
Δ
2020
Δ
2019
Δ
2018
Number of stations
244
30%
188
+44%
131
+15%
114
+34%
85
Revenues related to charging (€ ‘000)
35,963
191%
12,352
+98%
6,253
+37%
4,548
+178%
1,638
Average cash compensation Management Board
131
9%
120
9%
110
6%
104
49%
70
Average cash compensation employees
72
29%
56
—%
56
8%
52
-19%
64
Mr Langezaal
119
2%
117
—%
117
11%
105
46%
72
Mr Korthals Altes
32
-95%
660
331%
153
-44%
271
95%
139
Mr Van Dijk
167
-74%
652
422%
125
635%
17
—%
—
Avg. total compensation (incl. options/other benefits) Management Board
147
-69%
476
261%
132
-18%
160
95%
82
Average total compensation (incl. options/other benefits) employees
72
-52%
150
163%
57
-31%
83
17%
71
Fastned | 2022 Annual Report
80
Supervisory Board remuneration policy
The General Meeting determines the remuneration of the Supervisory Board
members. The Supervisory Board members are entitled to a fixed annual fee as
determined by the General Meeting taking into account the time to be spent by
such Supervisory Board members. 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 Board members. There are no
contractual severance arrangements in place between the Supervisory Board
members and Fastned. The annual total compensation for each Supervisory
Board member has been set as follows:
•Bart Lubbers: € 34,000 (excl. VAT) (2021: € 36,000) ;
•Marije van Mens € 34,000 (excl. VAT) (2021: € 20,000);
•Nancy Kabalt € 34,000 (excl. VAT) (2021: € 20,000);
•Jérôme Janssen € 7.500 (excl VAT) for travel costs
In addition, the Company has made available a company car free of charge for
Mr. Lubbers, and unlimited charging within the Fastned charging network for all
Supervisory Board members.
Supervisory Board remuneration 2022
The total compensation (exclusive of VAT) for each Supervisory Board member
for the financial year ending on 31 December, 2022 was as follows:
•Bart Lubbers: € 34,000 (2021: € 36,000);
•Marije van Mens € 34,000 (2021: € 26,000);
•Nancy Kabalt € 34,000 (2021: € 2,000);
•Jérôme Janssen nil
Jérôme Janssen joined the Supervisory Board in December 2022.
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) (2021: € 15,000);
•Liselotte Kooi: € 10,000 (excl. VAT) (2021: € 10,000);
•Maaike Veen: € 10,000 (excl. VAT) (2021: € 10,000);
•Henk Pals: € 10,000 (excl. VAT) (2021: € 10,000).
FAST Board remuneration 2022
The total compensation for each FAST Board member for the financial year
ending on 31 December, 2022 was as follows:
•Hieke van Rees - Spoelstra: € 7,500 (2021: € 15,000);
•Liselotte Kooi: € 10,000 (2021: € 5,000)
•Maaike Veen: € 12,500 (2021: € 5,000)
•Henk Pals: € 10,000 (2021: € 10,000).
Hieke van Rees - Spoelstra left the FAST board in June 2022 after two terms on
the FAST board.
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A message from the chairman
of Fastned's Supervisory Board
Supervisory Board Report
On Tuesday evening, February 15, 2022, we organized a lively brainstorming
session with pizza and beer at the Fastned office in Amsterdam. The topic was
buying electricity, knowing that demand would grow rapidly in the coming
years. As we sell electricity from sun and wind, we discussed what the effect of
more green energy in the total energy market could be. The shared opinion was
that volatility would go up, but in the long run, prices would go down.
Nine days later, on February 24, 2022, Russia invaded Ukraine. Everything
changed. The bombing of civilian targets and the killing of civilians led to a large
flow of refugees. Ukrainian men were called to war; women and children fled
abroad. The European Union stood united in condemning Russia. They
supported Ukraine with funding and delivering weapon systems. An economic
boycott of Russia followed, ultimately leading to a ban on the import of Russian
oil and gas.
Energy prices skyrocketed. Everything we discussed nine days before was
history. We had to deal with a new reality. The purchase price of the energy we
sell at Fastned also shot up, even though we don’t sell energy that is derived
from fossil fuels. It shows how green energy prices are still dictated by the price
of oil and gas and it’s a warning we should become independent from fossil
fuels and completely move to energy from renewable sources. 
The other warning came from Mother Earth herself. Last year, due to climate
change, we saw many record-breaking temperatures around the world. The
effects were devastating. Europe experienced the worst drought in 500 years.
Low water levels in the rivers meant ships could no longer carry coal. French
nuclear power plants could not be adequately cooled and lay idle for months,
also due to maintenance. In China, factories were forced to shut down due to
decreased water levels, while flooding in Pakistan killed more than one
thousand people and caused millions to become homeless.
Governments are taking measures to mitigate the effects of higher energy
prices and natural disasters. And that’s understandable. But we should not
forget that the fundamental cause of all this is the burning of fossil fuels. The
transition to clean energy therefore remains our top priority. At Fastned, we
want to contribute to the energy transition by providing freedom to electric
drivers by building a network of stations where they can charge their cars with
renewable energy.
Celebrating 10 years
Last year, we celebrated our tenth anniversary. Fastned was incorporated on
February 24, 2012. Looking back, this journey has been really from zero to one:
from two founders to over 150 Fastneditos; from zero stations to almost 250;
from one country to six countries. And so on. It was great to celebrate this with
our team, partners and relations on several occasions. Our architects Maria
Garcia and Bas van Leeuwen were the first employees to celebrate their 10-year
anniversaries at Fastned.
In 2022, Fastned installed the Executive Team, a new senior leadership team in
which each discipline is represented. This team, which includes the CEO and
CFO, will steer the company towards its goals, preparing it for the millions of
electric drivers that will hit the roads in the coming years. A record number of
new stations were opened in 2022, and the build pace will have to increase
further to handle millions and millions of charging sessions every year. The
mission of Fastned is becoming reality.
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As co-founder and chairman I’m happy to see that our team has grown in
number, capabilities and diversity. At least once a week a new person 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
is not enough. Being mission-driven and having personality are the real
differentiators.
I’m convinced that with a diverse, creative and mission-driven team we can
solve every problem and handle every situation. That was also the case in 2022,
as the major challenges Fastned faced were overcome by the team. The monthly
All Hands meetings with all staff were always a demonstration of what had been
achieved and a realistic promise of what is to come. Invariably, these meetings
were inspiring, showing the progress we’re making towards our mission.
I would like to thank the management and all employees at Fastned for their
hard work this past year. It was a pleasure to see you at work in an inspiring and
pleasant atmosphere. I would also like to thank my fellow members of the
Supervisory Board, Marije van Mens, Nancy Kabalt and our new board member
Jérôme Janssen. It has been another challenging year and I’m thankful for your
contributions and confidence in this fast-growing company.
A special thanks goes to Hieke van Rees-Spoelstra, who has stepped down as
chair of the Fastned Foundation after eight years. I would like to thank the new
chair Maaike Veen and her fellow board members Lisselotte Kooi and Henk Pals
for their wise and expert advice on various issues.
I’m also especially thankful for our former COO Niels Korthals-Altes who left the
company after almost nine years. Niels joined the company when we were
looking for someone with experience in crowdfunding and retail investors. His
contribution to the company is hard to overestimate. Niels was, in his own
words, responsible for everything Fastned sold. Whether it was certificates,
bonds or kilowatt hours. On all three subjects, he has been extremely successful.
But above all, it was Niels' personality that brought positive energy to the
company during all those years.
This has been the fourth and final year that Deloitte audited the company’s
accounts. I would like to thank our auditor Jasper de Bruijn and his team for a
pleasant cooperation. We welcome BDO as our new auditor from 2023 and are
looking for just as pleasant cooperation.
Finally, I want to thank our customers, our bond holders and depository receipt
holders. Fastned would not exist without your loyalty, enthusiasm, and your
contributions. It is as plain and simple as that. The energy transition must
happen during our time. It’s our responsibility as it will impact not only
ourselves, but also our children. In the words of former American 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 30, 2023
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Fastned’s Supervisory
Board Report [2.3.11.]
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 is the long-term interests of the company’s
stakeholders.
This report explains how the Supervisory Board fulfilled its responsibilities in
2022. 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.
The role of the Supervisory Board [1.1.3.]
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
1,000 fast charging stations. The Supervisory Board regularly discussed the
strategy, the implementation of the strategy and the principal risks associated
with it. In 2022, 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 [2.1.2.]
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 on 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 was, until June 2022, supervisory board member at
Dutch broadcaster VPRO. Marije was appointed on 4 June, 2020 and is now in
her first term of membership on 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
Emobility (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, 2022 and is now in her first term of membership of the Supervisory
Board.
Jérôme Janssen is a non-independent member of the Supervisory Board, where
he represents Schroders Capital infrastructure fund. Jérôme joined Schroders
Capital in January 2019 as co-head of infrastructure equity investments. He is
currently a board member of BelEnergia SA, a European renewable energy group
which develops and operates solar, wind and biowaste projects, and
Autobahnplus A8 GmbH, the private concession holder of the A8 motorway
section between Munich and Augsburg. Jérôme holds a master’s degree in
Finance from the University of Paris IX-Dauphine.
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. The same applies to Jérôme Janssen as
representative of Schroders. In order to overcome Bart Lubbers' and Jérôme
Janssen’ 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 and/or Jérôme Janssen will abstain from the
discussions.
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Evaluations [2.2.8.]
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 [2.3.5.]
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 four members participate in all committees.
Audit Committee
The Audit Committee consists of all board members. During the year 2022, 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 2022 external audit engagement letters and
fees. During the year 2022, 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 2022 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, 2022.
Remuneration and Nomination Committee
Similar to the Audit Committee, the Remuneration and Nomination Committee
consists of all four Supervisory Board members. The Committee is responsible
for advising on the remuneration and the composition of both the Supervisory
Board and the Management Board.
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 [2.4.4]
In its oversight capacity, Fastned’s Supervisory Board has frequent contact with
the Management Board in 2022, 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 2022 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.
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85
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 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 [1.3.6.]
An Internal Risk & Control manager was hired and started in 2022 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 boardpacks and
during meetings.
Financial statements 2022 and profit appropriation
The financial statements for the financial year 2022 were prepared by the
Management Board in compliance with articles 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 were discussed by the
Supervisory Board in the presence of the external independent auditor. The
2022 financial statements were endorsed by all Management Board and during
and in between supervisory board meetings. All Supervisory Board members
are, with Deloitte’s auditor’s report, included in this annual report.
The management board will present the 2022 financial statements at the Annual
General Meeting. The Supervisory Board recommends that the Annual General
Meeting adopts the 2022 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 2022.
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,
Jérôme Janssen, member.
Amsterdam, March 30, 2023
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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
Maaike Veen
1971
Chairwoman
2021
2025
Dutch
Henk Pals
1959
Member
2019
2023
Dutch
Liselotte Kooi
1978
Member
2021
2025
Dutch
Maaike
Veen
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 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.
Henk
Pals
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.
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Liselotte
Kooi
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.
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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
Jérôme Janssen
1979
Member
2022
2026
French
Bart
Lubbers
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 10 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
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 was
until June 2022 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.
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Nancy
Kabalt
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 realisation of Fastned’s mission is essential for a successful
transition to electric driving. She strongly believes 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.
Jérôme
Janssen
Jérôme Janssen joined Schroders Capital in January 2019 as co-head
of infrastructure equity investments. He has extensive knowledge and
investment experience in most infrastructure sub-sectors, with a
particular focus on asset management and value creation. Jérôme was
previously in charge of infrastructure investments at Crédit Agricole
Assurances ("CAA"), a European leading institutional investor. Jérôme
helped to elevate CAA to the status of a significant player in
infrastructure investment in Europe. Jerome is currently board member
of BelEnergia SA, a European renewable energy group which develops
and operates solar, wind and biowaste projects – Autobahnplus A8
GmbH, the private concession holder of the A8 motorway section
between Munich and Augsburg. He previously had several non-
executive Board positions in leading European infrastructure
companies among which Indigo (Europe's leading car park operator),
CLH (oil logistics leader in Spain), TDF (leading French Media / Telecom
infrastructure operator), Téréga (gas transport and storage operator in
France) and Aéroports de Lyon. Jérôme holds a master's degree in
Finance from the University of Paris IX -Dauphine.
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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
Victor van Dijk
1979
Chief Financial Officer
2019
Dutch
Michiel
Langezaal
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 more than 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
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 more than 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.
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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)
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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.
Fastned | 2022 Annual Report
93
The table below provides a reconciliation of non IFRS performance as defined on page 93, 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
2022
2021
Network
Expansion
D,A&P12
Exceptional
items
Total
Network
Expansion
D,A&P
Exceptional
items
Total
Revenue
35,963
—
—
15
35,978
12,352
—
—
114
12,466
Cost of sales
(15,486)
—
—
(21)
(15,507)
(3,620)
—
—
(127)
(3,747)
Gross Profit
20,477
—
—
(6)
20,471
8,732
—
—
(13)
8,719
Other operating income/
(loss)
—
—
—
(58)
(58)
—
—
—
—
—
Selling & distribution
expenses
(6,520)
—
—
—
(6,520)
(3,454)
—
—
—
(3,454)
Administrative expenses
(3,108)
(6,936)
(10,387)
—
(20,431)
(1,728)
(3,863)
(5,869)
(8,158)
(19,618)
Other operating expenses
(2,742)
(5,085)
—
—
(7,827)
(1,190)
(2,893)
—
—
(4,083)
Operational EBITDA
8,107
2,360
Operating profit / (loss)
8,107
(12,021)
(10,387)
(64)
(14,365)
2,360
(6,756)
(5,869)
(8,171)
(18,436)
Impairment losses on
financial assets
(452)
(452)
—
EBITDA
8,107
(12,021)
(126)
(516)
(4,556)
2,360
(6,756)
—
(8,171)
(12,567)
Operational EBITDA per
station
39
15
Network operation costs
per EVSE
(13)
(11)
Fastned | 2022 Annual Report
94
12 Depreciation, amortisation and provisions
Fastned | 2022 Annual Report
95
Table of Contents
Fastned | 2022 Annual Report
96
Fastned | 2022 Annual Report
97
Consolidated
statement of
profit or loss
for the year ended 31 December
€’000
Notes
2022
2021
Revenue related to charging
35,963
12,352
Revenue from station construction as part of service
concessions
15
114
Revenue
6
35,978
12,466
Cost of sales related to charging
(15,486)
(3,621)
Cost of sales from station constr. as part of service
concessions
(21)
(126)
Cost of sales
7
(15,507)
(3,747)
Gross profit
20,471
8,719
Other gains and losses
8.1
(58)
—
Selling and distribution expenses
(6,520)
(3,454)
Administrative expenses
8.2
(20,431)
(19,618)
Other operating expenses
8.3
(7,827)
(4,083)
Operating loss
(14,365)
(18,436)
Impairment losses on financial assets
(452)
—
Finance costs
8.4
(7,477)
(6,482)
Finance income
8.5
92
319
Loss before tax
(22,202)
(24,599)
Income tax expense
9
—
—
Loss for the year
(22,202)
(24,599)
Attributable to equity holders of the Group
(22,202)
(24,599)
Earnings per share (€/share)
Basis, loss for the year attributable to ordinary equity
holders of the Group
10
(1.27)
(1.48)
Diluted, loss for the year attributable to ordinary equity
holders of the Group
10
(1.27)
(1.48)
Fastned | 2022 Annual Report
98
Consolidated
statement of
comprehensive
income
for the year ended 31 December
€’000
Notes
2022
2021
Loss for the year
(22,202)
(24,599)
Other comprehensive income :
(543)
(139)
Items that will be reclassified subsequently to
profit or loss
Exchange differences on translating foreign
operations
2.2(g)
(543)
(139)
Total comprehensive income for the year,
net of tax
(22,745)
(24,738)
Attributable to equity holders of the Group
(22,745)
(24,738)
Fastned | 2022 Annual Report
99
Consolidated
statement of
financial
position
as at 31 December
€’000
Notes
31 Dec 2022
31 Dec 2021
Non-current assets
Intangible assets
11
2,666
2,869
Property, plant and equipment
12
136,967
70,653
Right-of-use assets
13
8,719
6,551
Non-current financial assets
14.2
3,476
1,370
151,828
81,443
Current assets
Current financial assets
14.2
11
37
Prepayments
15
5,347
1,602
Trade and other receivables
15
8,506
2,930
Cash and cash equivalents
16
149,538
128,591
163,402
133,160
Total assets
315,230
214,603
Equity
Share capital
17
192
171
Share premium
17
246,247
172,087
Legal reserves
573
543
Retained earnings
(86,367)
(63,592)
160,645
109,209
Non-current liabilities
Interest-bearing loans and
borrowings
14.3
103,997
74,717
Lease Liabilities
19
8,570
6,557
Provisions
20
9,979
5,247
Deferred revenues
21
314
355
122,860
86,876
Current liabilities
Trade and other payables
18
21,576
6,095
Interest-bearing loans and
borrowings
14
8,909
11,548
Lease Liabilities
19
1,240
875
31,725
18,518
Total liabilities
154,585
105,394
Total equity and
liabilities
315,230
214,603
Fastned | 2022 Annual Report
100
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 2022
171
172,087
543
(63,592)
109,209
Loss for the period
(22,202)
(22,202)
Other comprehensive income
(543)
(543)
Total comprehensive income
(22,745)
(22,745)
Reserve for software
development
30
(30)
—
Issuance of shares
21
74,160
74,181
Credit to equity for equity-
settled share based payments
—
Reversal of accrued costs for
issued capital
—
As at 31 December 2022
192
246,247
573
(86,367)
160,645
As at 1 January 2021
150
28,247
434
(46,903)
(18,072)
Loss for the period
(24,599)
(24,599)
Other comprehensive income
(139)
(139)
Total comprehensive income
(24,738)
(24,738)
Reserve for software
development
109
(109)
—
Issuance of shares
21
143,840
143,861
Credit to equity for equity-
settled share based payments
8,158
8,158
Reversal of accrued costs for
issued capital
—
As at 31 December 2021
171
172,087
543
(63,592)
109,209
Fastned | 2022 Annual Report
101
Consolidated
statement of
cash flows
for the year ended 31 December
€’000
Notes
2022
2021
Operating activities
Loss before tax
(22,202)
(24,599)
Adjustments to reconcile loss before taxation to net cash provided by
operating activities :
Depreciation and amortization
8.2
10,260
5,869
Impairment losses on financial assets
14.2
465
Interest payable
8.4
7,269
6,409
Interest paid
13 & 14.4
(7,223)
(6,348)
Interest receivable
14.4
(222)
(123)
Interest received
14.4
221
(45)
Net (gain)/loss on sale of non-current assets
8.1
58
—
Net charge for provisions, less payments
20
4,732
2,879
Net charge for deferred revenue, less received
21
(41)
(31)
Share-based payments
22
8,158
Other non-cash items
(82)
(16)
Working capital adjustments:
Movement in trade and other receivables and prepayments
(9,475)
(3,155)
Movement in trade and other payables
5,450
1,023
Net cash flows from operating activities
(10,790)
(9,979)
Investing activities
Payments for property, plant and equipment and other intangible
assets
11, 12
(67,492)
(36,598)
Proceeds from sale of property, plant and equipment
—
—
Net cash flows used in investing activities
(67,492)
(36,598)
Financing activities
Proceeds from issuance of shares
17
21
21
Share premium received
17
75,862
152,294
Transaction costs relating to issuance of shares
17
(1,702)
(8,454)
Proceeds from borrowings
14.3
36,144
388
Receipts (repayments) of advances made to other parties
14.4
(9,503)
(2,514)
Repayment of lease liability principal
(1,050)
(278)
Net cash flows from / (used in) financing activities
99,772
141,457
Currency translation differences relating to cash and cash equivalents
(543)
(139)
Net increase in cash and cash equivalents
20,947
94,741
Cash and cash equivalents at 1 January
128,591
33,850
Cash and cash equivalents at 31 December
16
149,538
128,591
Fastned | 2022 Annual Report
102
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 2022 were authorised for issue in accordance with a
resolution of the directors on 30 March 2023. 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 €160.6
million (2021: €109.1 million) and a cash level of €149.5 million (2021:
€128.6 million).
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.
These forecasts also reflect potential scenarios and management
plans13. Fastned had €149.5 million in cash and cash equivalents per
year end 2022.
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
[at the time of the exchange] 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
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
Fastned | 2022 Annual Report
103
13 The same scenarios were used for impairment testing and are described in note 12.
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
Fastned | 2022 Annual Report
104
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
Fastned | 2022 Annual Report
105
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 relating to charging 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 calendar month.
Maintenance fees
Fastned operates and maintains chargers from Fastned Terra 1 B.V. and
three stations from the Municipality of The Hague in the first half of
2022. 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 when there is a sale agreement between Fastned and
buyer. Fastned satisfies its performance obligation by transferring the
Fastned | 2022 Annual Report
106
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 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.
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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
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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. Exchange differences
from monetary items as part of reporting entity's net investment in
foreign operation and denominated in the functional currency, are
recognised in other comprehensive income in the consolidated
financial statements. 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
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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
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110
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
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111
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
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112
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.
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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 and its counterparties do 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 2022
The amendments listed below do not have any effect on the Group's
consolidated financial statements:
•Amendments to IFRS 3, IAS 16 and IAS 37
•Annual Improvements 2018-2020
Certain new accounting standards and interpretations have been
published that are not mandatory for 31 December 2022 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.
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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 2022, the Group has €21.1 million (2021: €41.4 million) of
tax losses in the Netherlands which are available for offsetting against
future taxable profits in the period 2022-2028, and € 25.6 million of
tax losses (2021: €11.6 million) arising in other countries. In addition,
the Group has €40.5 million of unrecognised temporary differences.
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 €11.3 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/
Fastned | 2022 Annual Report
115
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 necessary to impair the loan. See
note 14.2 for further details.
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 2022 was €10.0 million
(2021: €5.2 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 : €3-131 thousand depending on
the size of the station
•Inflation of 2.2 (2021: 1.9%)
•Discount rate of 2.47% (2021: -0.05%)
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 €1.1. million lower. If the estimated
inflation had been 1% lower than management's estimate, the carrying
amount of the provision would have been €1.2 million 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 2022 was €194,000 (2021: €194,000). The Group estimates
that the income will be realised in 17.5 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.
Fastned | 2022 Annual Report
116
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 2022 and 2021.
Fastned | 2022 Annual Report
117
5.Group information
The consolidated financial statements of the Group include:
Name
Principal activities
Country of incorporation
% equity
% equity
2022
2021
Fastned Verwaltungsgesellschaft mbH
General partner Fastned Deutschland GmbH & Co KG
Germany
100
100
Fastned Deutschland GmbH & Co KG
Construction and operating charging stations
Germany
100
100
Fastned UK Ltd
Construction and operating charging stations
United Kingdom
100
100
Fastned Belgie BV
Construction and operating charging stations
Belgium
100
100
Fastned France SAS
Construction and operating charging stations
France
100
100
Fastned Switzerland AG
Construction and operating charging stations
Switzerland
100
100
Fastned Products BV
Currently Inactive
Netherlands
100
100
Fastned Beheer BV
Management services
Netherlands
100
100
The Fast Charging Network BV
Construction and operating charging stations
Netherlands
100
100
Fastned Terra 2 BV
Commercial operation of chargers at charging stations
Netherlands
100
100
Fastned Italia SRL
Construction and operating charging stations
Italy
100
Fastned France SPV 1
Construction and operating charging stations
France
100
In 2022, the Group established a new subsidiary in France. Fastned
France SPV1 was incorporated on 22 February 2022. Additionally, the
Group established a subsidiary in Italy. Fastned Italia SRL was
incorporated on 7 June 2022.
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 and
Victor van Dijk. Niels Korthals Altes resigned from the Company on 9
March 2022.
The supervisory board of Fastned B.V. consists of Bart Lubbers
(chairman), Jérôme Janssen, Marije van Mens and Nancy Kabalt.
Own holding as % of total outstanding
certificates of shares
2022
2021
Wilhelmina-Dok B.V. (Bart Lubbers)
39.2
43.8
Carraig Aonair Holding B.V. (Michiel Langezaal)
23.5
26.3
Niels Korthals Altes
—
0.4
Fastned | 2022 Annual Report
118
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
2022
2021
Revenues related to
charging:
Sales of electricity
Goods transferred at
a point in time
32,430
10,350
Other revenues relating
to charging:
Sales of renewable
energy units
Goods transferred at
a point in time
3,379
1,819
Maintenance fees and
other revenue
Services transferred
over time
154
183
Station construction as part
of service concessions
Goods transferred
over time
15
114
Total revenue
35,978
12,466
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 relating to charging 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 and CFO. The
CODM examines the Group’s performance on a geographical basis
with seven operating segments identified, being the Netherlands,
Germany, United Kingdom, Belgium, France, Switzerland and Italy.
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 Switzerland and Italy these have
been presented together as one reportable segment (Other Europe).
Following the change in the composition of reportable segments,
corresponding items of segment information for 2021 have been
restated so as to be on the same basis as for 2022.
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.
Fastned | 2022 Annual Report
119
The CODM of Fastned primarily uses EBITDA14 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
2022
NL
DE
UK
BE
FR
Other
Europe
Total Group
Segment revenues
27,187
5,037
1,051
2,036
558
94
35,963
Other reconciling items - station construction as part
of service concessions
15
15
Total revenue
27,187
5,037
1,066
2,036
558
94
35,978
EBITDA12
1,857
(501)
(1,660)
(1,084)
(2,634)
(535)
(4,557)
Reconciliation of EBITDA to profit/(loss) before tax
EBITDA12
1,857
(501)
(1,660)
(1,084)
(2,634)
(535)
(4,557)
Depreciation and amortization
(6,243)
(2,298)
(381)
(635)
(571)
(132)
(10,260)
Finance costs
(7,477)
Finance income
92
Profit/(loss) before taxation
(22,202)
Segment assets
Non-current assets
68,888
22,831
12,595
13,464
30,285
1,898
149,911
Fastned | 2022 Annual Report
120
14 See definitions provided in Non IFRS Measures section
€’000
2021
NL
DE
UK
BE
FR
Other
Europe
Total Group
Segment revenues
10,949
1,028
151
184
10
31
12,353
Other reconciling items - station construction as part
of service concessions
—
—
114
—
—
—
114
Total revenue
10,949
1,028
265
184
10
31
12,467
EBITDA12
(6,370)
(2,353)
(1,149)
(1,036)
(1,191)
(469)
(12,568)
Reconciliation of EBITDA to profit/(loss) before tax
EBITDA12
(6,370)
(2,353)
(1,149)
(1,036)
(1,191)
(469)
(12,568)
Depreciation and amortization
(4,756)
(774)
(87)
(127)
(28)
(96)
(5,868)
Finance costs
(6,482)
Finance income
319
Profit/(loss) before taxation
(24,599)
Segment assets
Non-current assets15
51,660
15,147
2,660
5,502
5,638
873
81,480
Fastned | 2022 Annual Report
121
15 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
2022
2021
Type of goods and service
Sales of electricity
Goods
transferred at
a point of
time
32,430
10,350
Other revenues related to
charging:
Sales of renewable energy units
Goods
transferred at
a point of
time
3,379
1,819
Maintenance fees and other
revenue
Service
transferred
over time
154
183
Station construction as part of
service concessions
Goods
transferred
over time
15
114
Total revenue
35,978
12,466
€’000
2021
2021
Geographical markets
The Netherlands
27,187
10,949
Germany
5,038
1,028
France
558
10
Belgium
2,036
184
UK
1,066
265
Other Europe
93
30
Total revenue
35,978
12,466
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, 2022 and 2021.
7.Cost of sales
€’000
2022
2021
Cost of sales
Sales of electricity
15,486
3,621
Station construction as part of service
concessions
21
126
Total cost of sales
15,507
3,747
8.Other income/expenses
8.1Other gains and losses
€’000
2022
2021
Net (loss) gain on disposal of fixed assets
(58)
Total other operating income
(58)
—
8.2Administrative expenses
€’000
2022
2021
Wages and salaries
8,095
12,619
Depreciation of property, plant and equipment
8,575
4,636
Depreciation of right-of-use-assets
1,262
865
Social security costs
1,433
826
Pension costs
516
304
Amortization of intangible assets
423
368
Other
127
Total administrative expenses
20,431
19,618
In 2022, the average number of employees of the Group was 114 (2021 :
76). In the Netherlands, the average number of employees was 75
(2021: 54)
Fastned | 2022 Annual Report
122
No options were awarded to personnel under Fastned Option Plans
during 2022. The options awarded in 2021 are included in the wages
and salaries of 2021 (€8.16 million), see note 22 for more details.
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 and 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
2022
2021
Advisory costs
2,358
2,042
General costs
3,318
1,312
Marketing costs
1,543
380
Office costs
249
193
Car expenses
359
156
Total other operating expenses
7,827
4,083
8.4Finance costs
€’000
2022
2021
Interest on debts and borrowings
6,513
5,919
Interest expense on lease liabilities
756
490
Interest and bank charges
208
62
Other interest expenses
11
Total finance costs
7,477
6,482
8.5Finance income
€’000
2022
2021
Interest and bank charges
222
69
Foreign exchange gains/(losses) charged to the
income statement
(130)
250
Total finance income
92
319
9.Income tax
9.1Deferred tax
Deferred tax relates to the following:
Statement of financial
position
Statement of profit or loss
€’000
2022
2021
2022
2021
Losses available for
offsetting against
future taxable
income
—
—
—
—
Total deferred tax/
(benefit)
—
—
—
—
Reconciliation of deferred tax liabilities, net:
€’000
2022
2021
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 2022, the Group has €21.1 million
(2021: €41.4 million) of accumulated tax losses that are available for
Fastned | 2022 Annual Report
123
offsetting against future taxable profits. New Dutch tax loss utilisation
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. 
As of 2022, €40.5 million of costs have been activated in the
computation of taxable profit in the Netherlands, and are being
depreciated over 5 years. This amount is classified as unrecognised
temporary differences.
Outside the Netherlands, accumulated tax losses were approximately
€7.0m in Germany (2021: €5.7m), €11.0m in UK (2021: €2.8m), €2.5m in
Belgium (2021: €0.9m), and €3.7m in France (2021: €1.3m) and €1.5m in
Switzerland (2021: €0.9m). 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.
Fastned | 2022 Annual Report
124
Accumulated tax losses by country
Tax year
2014
2015
2016
2017
2018
2019
2020
2021
2022*
Total
Netherlands
€’000
525
3,768
5,038
5,014
1,632
1,539
2,002
—
1,577
21,095
Expiring
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Germany
€’000
—
—
—
—
349
1,383
1,232
1,903
2,120
6,987
Expiring
n/a
n/a
n/a
n/a
UK
€’000
—
—
—
—
162
618
599
2,157
7,510
11,046
Expiring
n/a
n/a
n/a
n/a
Belgium
€’000
—
—
—
—
2
198
204
531
1,563
2,498
Expiring
n/a
n/a
n/a
n/a
France
€’000
—
—
—
—
—
3
159
939
2,561
3,662
Expiring
n/a
n/a
n/a
Switzerland
€’000
—
—
—
—
—
—
257
656
552
1,465
Expiring
2026
2027
2028
2,029
Total
€’000
525
3,768
5,038
5,014
2,145
3,741
4,453
6,186
15,883
46,753
*Estimate, not finalised.
The applicable tax rate in 2022 in the Netherlands is 15% over the first
€395,000 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, 25% in France (2021: 26.5%) and 14.9% in Switzerland (2021:
14.9%).
Due to the tax loss realised in 2022 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 (2021: nil).
Fastned | 2022 Annual Report
125
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 (€)
2022
2021
Basic earnings per share
(1.27)
(1.48)
Diluted earnings per share
(1.27)
(0.84)
Calculation of average
number of share units
2022
2021
Weighted average
number of shares
17,463,871
16,668,691
Effects of dilution from:
- Share options of
personnel
456,328
544,589
Diluted number of shares
17,920,199
17,213,280
Calculation of earnings (€’000)
2022
2021
Net profit
(22,202)
(24,599)
Net profit attributable to shareholders’ equity
(22,202)
(24,599)
Fastned | 2022 Annual Report
126
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
2022
2021
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
788
90
3,467
2,589
549
83
3,221
Additions
—
211
9
220
—
238
8
246
Disposal
—
—
—
—
—
—
—
—
As at 31 December
2,589
999
99
3,687
2,589
787
91
3,467
Amortisation and
impairment
As of 1 January:
(326)
(244)
(28)
(598)
(104)
(115)
(11)
(230)
Amortisation
(222)
(181)
(20)
(423)
(222)
(129)
(17)
(368)
As at 31 December
(548)
(425)
(48)
(1,021)
(326)
(244)
(28)
(598)
At 31 December Net
Book Value
2,041
574
51
2,666
2,263
543
63
2,869
Fastned | 2022 Annual Report
127
12.Property, plant and equipment
€’000
Land
Construction in
progress
Charging stations and
technical installations
Other
equipment
Total
Cost
At 1 January 2021
4,262
41,178
834
46,274
Additions
36,256
2,694
263
39,213
Reversals
Disposals
(92)
(92)
Transfer
(28,229)
28,229
—
At 31 December 2021
12,289
72,009
1,097
85,395
Additions
823
67,100
6,810
532
75,265
Reversals
181
181
Disposals
(897)
(897)
Transfer
(51,665)
51,665
—
At 31 December 2022
823
27,724
129,768
1,629
159,944
Depreciation and impairment
At 1 January 2021
(9,652)
(541)
(10,193)
Depreciation charge for the year
(4,515)
(121)
(4,636)
Disposal
87
87
At 31 December 2021
(14,080)
(662)
(14,742)
Depreciation charge for the year
(8,405)
(170)
(8,575)
Reversals
(180)
(180)
Disposals
520
520
At 31 December 2022
(22,145)
(832)
(22,977)
Net book value
At 31 December 2021
12,289
57,929
435
70,653
At 31 December 2022
823
27,724
107,623
797
136,967
Assets under construction amounting to €27.72 million (2021: €36.27
million) mainly consists of machinery, equipments and furnishings to
charging stations.
Transfer movements mainly includes transfers of finished works to
charging stations amounting to € 51.66 million (2021: €28.23 million)
from construction in progress to charging stations.
A subsidy, amounting to €2,327 thousand, which Fastned had received
from the German Federal authorities in 2017 became repayable due
one of the conditions for the subsidy award not being met. The
subsidy amount plus interest of €250 thousand was repaid in 2022.
The repayment has been accounted for in accordance with IAS20 as a
change of accounting estimate. The repaid grant has been recognised
by increasing the carrying amount of the asset, and the cumulative
additional depreciation (€356 thousand) that would have been
recognised in profit or loss to date in the absence of the grant,
together with the interest of €250 thousand have been recognised as
costs in the 2022 income statement.
Fastned | 2022 Annual Report
128
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 2022
was Nil (2021: 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 2022 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
2022 by assessing their value in use. No impairment was identified.
Fastned | 2022 Annual Report
129
Key assumptions underlying the calculation of recoverable amount are
shown in the table below.
Impairment test
assumptions
Scenario
NL
DE
BE
UK
CH
FR
BEVs on road as % of total
passenger car fleet at year
end.
2022
3.8%
2.0%
1.5%
2.0%
2.5%
1.6%
2027
15.4%
8.9%
19.2%
9.2%
14.1%
6.8%
Average charging speed
(kWh) estimated for assets
in current condition
2022
55.7
2027
85.0
Pre-tax discount rate
20.8%
19.1%
19.4%
17.3%
16.4%
17.9%
•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.
•Electricity prices
Electricity prices have been volatile during 2021-22. Despite
this Fastned has been able to realise targetted gross margins
per kwh. 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 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 post-tax
WACC rate of 15% (2021:15%) was computed. The pre-tax
discount rates per CGU are shown in the table above. No
impairment would be required unless the pre-tax discount
rate applied were to be increased above 25% (all CGUs except
France) and 18.4% (France).
•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
improvement in charger technology.
Fastned | 2022 Annual Report
130
13.Right-of-use assets
€’000
Office
Building
Land
Charging
stations
and
equipment
Vehicles
Total
Cost
At 1 January 2021
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
Additions
543
1,838
496
552
3,429
At 31 December 2022
2,749
4,118
3,375
1,774
12,016
Depreciation and impairment
At 1 January 2021
(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)
Depreciation charge for the year
(412)
(162)
(335)
(352)
(1,261)
Exchange adjustments
—
—
—
At 31 December 2022
(1,136)
(404)
(795)
(962)
(3,297)
Net book value
At 31 December 2021
1,482
2,038
2,419
612
6,551
At 31 December 2022
1,613
3,714
2,580
812
8,719
The Group leases assets including buildings, land, equipment and
vehicles. The average lease term for Land leases is 14 years (2021: 14
years)
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
2022
2021
Depreciation on right-of-use assets
1,262
870
Interest expense on lease liabilities
756
490
Expense relating to short term leases
247
113
Expense relating to leases of low value assets
28
30
Expense relating to variable lease payments not
included in the measurement of the lease liability
€ 262
€ 253
As of December 31, 2022, the Group is committed to €604 thousand
(2021: €82 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
Fastned | 2022 Annual Report
131
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 2022 for leases amounted to €1,803 thousand
(2021: €1,219 thousand) for lease liabilities and €284 thousand (2021:
€210 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 2021.
14.2Financial assets: interest-bearing loans and borrowings
€’000
Interest
rate (%)
Maturity
2022
2021
Non-current interest-
bearing
loans and borrowings
Loan to Fastned Terra 1 B.V.
6
31/12/2024
1,241
1,370
Loans to related parties
1,241
1,370
Pledged assets
2,700
—
Lease Receivable
6
37
Contractual assets
5
—
Total financial assets
3,952
1,407
Impairment loss on
financial assets
(465)
—
Total financial assets, net
3,487
1,407
Current financial assets
11
37
Non-current financial
assets
3,476
1,370
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 2022 €74,000 (2021: €71,000) 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.
Fastned's accounting policy for impairment of financial assets is that
management assesses on a forward looking basis the expected credit
losses associated with its debt instruments carried at amortised cost.
The agreement to defer repayment of the loan to Fastned Terra 1 B.V. is
evidence that the loan is credit-impaired. In 2022 an impairment
charge of €452 thousand has been included in the income statement
for the expected credit loss during the life of the loan to Fastned Terra
1 B.V.
Fastned | 2022 Annual Report
132
Credit facility to Fastned Terra 1 B.V.
Fastned Terra 1 B.V. has a credit facility with the Group. At 31
December 2022 this facility was unused (2021: €nil). This facility is
related to the loan to Fastned Terra 1 B.V. and its purpose is to provide
working capital.
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
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.
Pledged assets
The Group has €2.7 million of restricted cash related to construction
and operating guarantees provided in relation to French stations in
2022.
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
2022
2021
Year 1
4
32
Year 2
—
—
Year 3
—
—
Undiscounted lease payments
4
32
Unearned finance income
2
5
Present value of lease payments receivable,net
6
37
Receivable payments
—
—
Lease receivable
6
37
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
2022
2021
At 1 January
-10
-59
Released to profit or loss
15
49
At 31 December
5
-10
14.3Financial liabilities: Interest-bearing loans and borrowings
Interest-bearing loans
and borrowings
Interest
rate (%)
Maturity
2022
2021
%
€’000
€’000
6% unsecured bonds
6.0
06/06/2022
—
4,181
6.0
12/12/2022
—
7,367
6.0
30/10/2023
8,909
11,603
6.0
21/03/2024
8,748
10,689
6.0
12/12/2024
12,177
12,177
6.0
28/07/2025
16,206
16,206
6.0
19/11/2025
21,194
21,194
4.5
12/12/2026
2,848
5.0
06/12/2027
30,358
5.0
21/12/2027
13,237
4% secured loan
4.0
01/12/2031
2,077
Total interest-bearing
loans and borrowings
112,906
86,265
Unsecured bonds
In June 2022, Fastned raised €23.1 million through issue of corporate
bonds, and in addition, investors extended €7.3 million from earlier
bonds issues. Interest on this bond is 5.0% per annum, payable
quarterly in arrears. In December 2022, Fastned raised an additional
€10.9 million of corporate bonds and €2.3 million of extensions from
Fastned | 2022 Annual Report
133
earlier bonds issues. Interest on this bond is 5.0% per annum, payable
in quarterly 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.
Secured loan
Fastned secured a new loan with Caisse des Dépôts during 2022.
Interest is a fixed component of 4% in the first two years. A variable
component will be added after two years, based on the kwh sold,
payable annually in arrears.
Fastned | 2022 Annual Report
134
14.4Reconciliation of liabilities arising from financing activities
2022
Maturing
01-Jan
Interest p/l
charge
Cash flows
Non-cash changes
31-Dec
€’000
Loan issue /
repayment
Interest paid /
received
Accrual
Extensions
Financial assets: interest bearing loans
and borrowings
Loan to Fastned Terra 1 B.V.
31.12.24
1,248
74
(80)
1,242
Credit facility to Fastned Terra 1 B.V.
31.12.24
—
Current account Fastned Terra 1 B.V.
122
2
(125)
(1)
1,370
76
(205)
1,241
Non-current liabilities : interest bearing
loans and borrowings
6% corporate bond
12/02/21
—
6% corporate bond
06/06/22
4,181
108
(3,549)
(125)
17
(632)
—
6% corporate bond
12/12/22
7,367
400
(5,913)
(423)
23
(1,454)
—
6% corporate bond
30/10/23
11,603
718
(645)
(73)
(2,694)
8,909
6% corporate bond
21/03/24
10,689
504
(600)
96
(1,941)
8,748
6% corporate bond
12/12/24
12,178
731
(730)
12,179
6% corporate bond
28/07/25
16,206
972
(972)
16,206
6% corporate bond
19/11/25
21,193
1,272
(1,272)
21,193
4.5% corporate bond
12/12/26
2,807
79
(79)
(2,807)
—
5.0% corporate bond
12/12/26
—
990
23,141
(911)
(79)
7,216
30,357
5.0% corporate bond
21/06/27
—
54
10,925
(54)
2,312
13,237
4% secured loan
01/12/31
—
2,077
2,077
8.5% secured loan
30/06/26
41
(41)
—
86,265
5,828
26,640
(5,757)
(70)
—
112,906
Fastned | 2022 Annual Report
135
2021
Maturing
01-Jan
Interest p/l
charge
Cash flows
Non-cash changes
31-Dec
€’000
Loan issue /
repayment
Interest paid /
received
Accrual
Extensions
Financial assets: interest bearing loans
and borrowings
Loan to Fastned Terra 1 B.V.
31.12.24
1,177
71
—
—
—
—
1,248
Credit facility to Fastned Terra 1 B.V.16
31.12.24
—
—
—
—
—
—
—
Current account Fastned Terra 1 B.V.
115
7
—
—
—
—
122
1,292
78
—
—
—
—
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)
4
(861)
4,181
6% corporate bond
12/12/22
8,966
533
—
(538)
5
(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)
3
—
16,206
6% corporate bond
19/11/25
21,193
1,270
—
(1,272)
2
—
21,193
4.5% corporate bond
12/12/26
—
23
388
(41)
(23)
2,460
2,807
8.5% secured loan
30/06/26
682
41
(682)
41
88,391
5,305
(2,126)
(5,294)
(11)
—
86,265
Fastned | 2022 Annual Report
136
16 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 value of financial instruments, other than those with carrying
amounts that are reasonable approximations of fair values:
€’000
Carrying amount
Fair value measurement
using significant
unobservable inputs
2022
2021
2022
2021
Financial assets
Interest-bearing loans
and borrowings, net
776
1,370
776
1,370
Lease receivables
6
37
6
37
Pledge assets
2,700
2,700
Total
3,482
1,407
3,482
1,407
Financial liabilities
Interest-bearing loans
and borrowings
112,906
(86,265)
112,906
(86,265)
Total
112,906
(86,265)
112,906
(86,265)
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
Fastned | 2022 Annual Report
137
financial loss. The Group is exposed to credit risk from its operating
activities (primarily trade receivables, see Note 15) and from its
financing activities, including deposits with banks and financial
institutions, (refer to Note 16) and other financial instruments.
Fastned B.V. has a loan receivable of €1.24 million in total with Fastned
Terra 1 B.V. (refer to Note 14.2), which creates a credit risk. 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.
Fastned | 2022 Annual Report
138
The table below summarises the maturity profile of the Group’s liabilities based on contractual undiscounted payments.
€’000
On
demand
Less than 3 months
3-12
months
1-5
years
Total
Year ended 31 December 2022
Interest-bearing loans and borrowings (other than
convertible preference shares)
—
—
8,909
103,997
112,906
Interest on interest-bearing loans and borrowings
1,350
4,705
9,205
15,260
Lease Liabilities
—
—
1,240
8,570
9,810
Trade and other payables
9,096
4,951
7,529
21,576
Total
9,096
6,301
22,383
121,772
159,552
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
15.Trade and other receivables and prepayments
€’000
2022
2021
Trade receivables, net
6,656
2,195
Taxes and social securities
4,232
1,161
Prepayments
1,115
442
Other receivables
1,850
734
Total trade and other receivables and
prepayments
13,853
4,532
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 2022, the provision for trade receivables amounted to €131
thousand.
Fastned | 2022 Annual Report
139
As at 31 December 2022, the ageing analysis of trade receivables is, as
follows:
€’000
Total
Not
past
due
Days overdue
< 30
30-
90
91-
120
120-
180
180-
365
>365
Outstanding
6,787
4,864
882
—
794
130
57
60
Provision for
impairment
(131)
—
—
(14)
(57)
(60)
Trade receivables
6,656
4,864
882
—
794
116
—
—
As at 31 December 2021, the ageing analysis of trade receivables is, as
follows:
€’000
Total
Not
past
due
Days overdue
< 30
30-
90
91-
120
120-
180
180-
365
>365
Outstanding
2,201
1,721
416
47
15
—
2
—
Provision for impairment
(6)
—
—
(6)
—
—
—
—
Trade receivables
2,195
1,721
416
41
15
—
2
—
16.Cash
€’000
2022
2021
Cash at banks and on hand
149,538
128,591
Total cash and cash equivalents
149,538
128,591
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 at banks and on hand includes demand deposits €105.0 million
(2021: nil) with a maturity of three months or less.
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 2022, the Group had no restricted cash balances
.
17.Issued capital and reserves
Share capital
2022
2021
Quantity
Quantity
Authorised shares of €0.01 each
19,190,092
17,120,357
Issued and fully paid shares of €0.01 each17
19,152,877
17,069,326
Quantity
€’000
At 1 January 2021
14,963,306
150
Issuance of shares
2,106,020
21
At 31 December 2021
17,069,326
171
Issuance of shares
2,120,766
21
At 31 December 2022
19,190,092
192
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.
During 2022, 88,261 DRs were issued to employees and former
employees exercising options under Fastned option plans. Employee
Fastned | 2022 Annual Report
140
17 Total issued shares includes treasury shares.
options for 456,328 DRs were outstanding as at 31 December 2022,
see note 22.
Share premium
€’000
At 1 January 2021
28,247
Issuance of share capital (certificates)
152,294
Transaction costs for issued share capital
(certificates)
(8,454)
At 1 January 2022
172,087
Issuance of share capital (certificates)
75,862
Transaction costs for issued share capital
(certificates)
(1,702)
At 31 December 2022
246,247
Treasury shares
Quantity
€’000
At 31 December 2021
135,100
16
Shares returned to Fastned
—
—
At 31 December 2022
135,100
16
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 2022 97,870 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
2022
2021
Trade payables
14,365
4,485
Taxes and social securities
832
13
Other payables
6,379
1,597
Total trade and other payables
21,576
6,095
Other liabilities include contractual liability from construction
contracts amounting to nil(2021: €10 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.
19.Lease liabilities
€’000
2022
2021
Maturity analysis:
Year 1
2,118
1,473
Year 2
2,036
1,380
Year 3
1,703
1,272
Year 4
1,340
1,030
Year 5
1,116
882
> 5 years
7,606
4,679
Total
15,919
10,716
Less: unearned interest
(6,109)
(3,284)
Total lease liabilities
9,810
7,432
Analysed as :
Current
1,240
875
Non-current
8,570
6,557
Fastned | 2022 Annual Report
141
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
2022
2021
Due within one year
—
—
Due after one year
9,979
5,247
Total provisions
9,979
5,247
The Group records provisions for the removal of the charging station
at the end of the concession period.
Decommissioning
provision
€’000
1 January 2022
5,247
Additions
2,691
Use
—
Revised estimates
2,041
31 December 2022
9,979
1 January 2021
2,368
Additions
1,419
Use
—
Revised estimates
1,460
31 December 2021
5,247
Revised estimates include estimates for the interest, the inflation and
the quotes delivered by the contracting parties for the deconstruction
of a station. Due to inflation, cost quotes for deconstruction increased
significantly, causing the required provision to increase.
21.Deferred revenues
Deferred revenues of €314,000 (2021: €355,000) 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 2022, there were 39 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 2022, Fastned Founders have
charged 49,400 kWh (2021: 36,043 kWh) for free.
€’000
2022
2021
At 1 January
355
386
Subscriptions and subsidies deferred
—
9
Released to the statement of profit or loss
(41)
(40)
At 31 December
314
355
Current
—
—
Non-current
314
355
Fastned | 2022 Annual Report
142
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:
2022
2021
Number
WAEP (€)
Number
WAEP (€)
Outstanding at 1 January
546,183
10.19
630,337
10.00
Granted during the year
149,477
10.73
Forfeited during the year
(2,611)
10.00
Exercised during the year
(88,261)
10.00
(231,020)
10.02
Expired during the year
—
—
—
—
Outstanding at 31 December
457,922
10.19
546,183
10.31
Exercisable at 31 December
456,328
10.23
544,589
10.19
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
2022 (2021: 9,562).
Of the options outstanding at 31 December 2022 456,238 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 2022 223,918 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 was 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 determination of the exercise price
has been adjusted during 2022. Employees that are eligible for the first
time (i.e. not participated in milestone 4), will have the lower of either
1) the exercise price based on the 90 days average before the start of
the employment or 2) the exercise price based on a straight line
method from the exercise price of the last person who was eligible for
options at the previous milestone to the 90 day average of the stock
price at the moment of the next milestone. 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.
Fastned | 2022 Annual Report
143
Milestone
Market capitalisation
(€)
Operational goal
Realised
1
> 150 million euro
> 100 stations operational
☑
2
> 200 million euro
> 1 million euro in revenues
in one calender year
☑
3
> 300 million euro
> 250 stations operational
4
> 400 million euro
> 150 kW charging at >50%
of our stations
☑
5
> 500 million euro
> Company profitable for 12
months in a row
6
> 600 million euro
> 500 stations operational
7
> 700 million euro
> 100 million euro in
revenues in one calender
year
8
> 800 million euro
> 30% EBITDA margin for 12
months in a row
9
> 900 million euro
> 300 kW charging at >50%
of our stations
10
> 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.
The cost of the options included in the income statement are as
follows
€’000
2022
2021
Options granted in years 2015-18
—
46
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 2 years and 1 month, ending on 31 January 2026. 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
1,307,642 kWh via the chargers of Fastned Terra 1 B.V. in 2022 (2021:
1,027,164)).
For information regarding short term and low-value lease
commitments see Note 13.
Commitments
At 31 December 2022, the Group had initiated the construction of
several fast charging stations, these will be realised in the first half of
2023. 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 2022
amounted to approximately €21.56 million (2021: €21.2 million).
Fastned | 2022 Annual Report
144
24.Related party disclosures
€’000
Interest
charge
Amounts owed by
related parties
Interest
income
Amounts owed by
related parties
Fastned Terra 1 B.V.
2022
76
1,242
2021
78
1,369
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
2022
2021
Variable leases
254
202
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 key management personnel may
consist of the following components:
a)Fixed part - Base salary and holiday allowance;
b)Long-term incentive - share options;
c)Pension benefits;
d)Other benefits.
Other benefits include lease cars.
Fastned | 2022 Annual Report
145
Remuneration of the Management Board
€’000
Short term
employee
benefits
2022
Base Salary
Other benefits
Pension
benefits
Share
Options
Total remuneration
M. Langezaal
100
19
—
—
119
N. Korthals Altes*
25
2
3
—
30
V. van Dijk
143
13
11
—
167
Total
268
34
14
—
316
€’000
Short term
employee
benefits
2021
Base Salary
Other benefits
Pension
benefits
Share
Options
Total remuneration
M. Langezaal
97
20
—
—
117
N. Korthals Altes
107
14
13
526
660
V. van Dijk
133
13
10
496
652
Total
337
47
23
1,022
1,429
*Niels Korthals Altes resigned on 9 March 2022.
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
2022
2021
Hieke van Rees-Spoelstra
8
10
Liselotte Kooi
10
5
Maaike Veen
13
5
Henk Pals
10
10
Fiona Buruma
—
2
Total
40
32
Fastned | 2022 Annual Report
146
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 2022 was as follows:
2022
2021
€’000
Short term employee benefits
Short term employee benefits
Basic salary
Other benefits
Total
remuneration
Basic salary
Other benefits
Total
remuneration
Bart Lubbers
34
11
45
36
11
47
Marije van Mens
34
—
34
26
—
26
Nancy Kabalt
34
—
34
2
—
2
Jerome Janssen
—
—
—
—
—
—
Hans Michels
—
—
—
13
—
13
Marieke Bax
—
—
—
8
—
8
Total
102
11
113
85
11
96
In 2022, Jerome Janssen was appointed member of the Supervisory
Board. He doesn't receive a remuneration. He is compensated for
travel expenses with a maximum of € 7.5 thousand.
In 2022, the total remuneration for all management board amounts to
316 thousand (2021: 1,429 thousand) , FAST Board amounts to 40
thousand (2021: 32 thousand) and supervisory board member amounts
to 113 thousand (2021: 96 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 2022, a total of 461 kWh (2021: 166 kWh) were
charged for free by these family members. See note 21
25.Key events post reporting date
Staff options milestone 3
In February 2023, staff options for the third milestone of the 2018
Option plan were granted. In total 191,529 options with a weighted
average exercise price of € 19.58 were issued to employees. The
estimated fair value of these options is € 3.3 million of which € 3.2
million will be reported as a non-cash cost in Fastned's 2023 financial
statements. The remaining € 0.1 million is subject to a 3 year vesting
period and will be reported as a non-cash cost in the following 3 years.
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 2021 and for 2022 is Deloitte Accountants B.V.
€’000
2022
2021
Fees payable to the Group’s auditor for the audit
of the consolidated parent company accounts
and subsidiaries accounts of Fastned B.V.
269
221
Non-audit and other assurance services
30
35
Fastned | 2022 Annual Report
147
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 2022
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.
Fastned | 2022 Annual Report
148
Parent company
financial
statements
for the year ended 31 December
Fastned | 2022 Annual Report
149
Parent
company
statement of
profit or loss
€’000
Notes
2022
2021
Revenue related to charging
26,578
10,475
Revenue from station construction as part of
service concessions
—
—
Revenue
6
26,578
10,475
Cost of sales related to charging
(10,882)
(2,802)
Cost of sales from station interpretations. as part of
service concessions
—
—
Cost of sales
(10,882)
(2,802)
Gross profit
15,696
7,673
Other gains and losses
(63)
—
Selling and distribution expenses
(4,598)
(2,622)
Administrative expenses
28
(12,583)
(14,779)
Other operating expenses
28
(5,594)
(2,673)
Operating loss
(7,142)
(12,401)
Impairment from financial assets
(469)
Finance costs
28
(6,691)
(6,269)
Finance income
28
2,908
1,283
Loss before tax
(11,394)
(17,387)
Income tax expense
Results from investments in subsidiaries
(10,808)
(7,212)
Loss for the year
(22,202)
(24,599)
Fastned | 2022 Annual Report
150
Parent
company
statement of
financial
position
after appropriation as at 31 December
€’000
Notes
2022
2021
Assets
Non-current assets
Other intangible assets
29
625
606
Property, plant and equipment
30
60,598
42,486
Right-of-use assets
31
3,933
3,783
Non-current financial assets
Investments in subsidiaries
32
6,235
1,676
Loans to subsidiaries
33
80,965
28,230
Loans to related parties
34
776
1,369
153,132
78,150
Current assets
Trade and other receivables
35
5,885
2,501
Prepayments
35
984
476
Cash
36
130,008
127,017
136,877
129,994
Total assets
290,009
208,144
Equity and liabilities
Equity
Issued capital
17
192
171
Share premium
17
246,247
172,087
Legal reserves
573
543
Retained earnings
(86,367)
(63,592)
160,645
109,209
Current liabilities
Trade and other payables
37
8,894
3,836
Interest-bearing loans and borrowings
14.3
8,909
11,548
Lease liabilities
38
772
643
Non-current liabilities
Interest-bearing loans and borrowings
Loans from external parties
14.3
101,920
74,717
Loans from subsidiaries
33
263
211
Lease liabilities
38
3,971
3,870
Provisions
4,321
3,755
Deferred revenues
314
355
Total liabilities
129,364
98,935
Total equity and liabilities
290,009
208,144
Fastned | 2022 Annual Report
151
Notes to the
parent company
financial
statements
for the year ended 31 December 2022
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
2022
2021
Wages and salaries
5,367
9,375
Depreciation of property, plant and equipment
4,916
3,661
Depreciation of right-of-use assets
758
624
Social security costs
875
573
Pension costs
374
225
Amortization of intangible assets
201
145
Other
92
176
Total administrative expenses
12,583
14,779
In 2022 the average number of employees was 75 (2021: 54), and the
number of directors was 2 (2021: 3).
28.2Other operating expenses
€’000
2022
2021
Advisory costs
1,077
1,062
General costs
2,707
1,106
Marketing costs
1,436
265
Office costs
143
120
Car expenses
231
120
Total other operating expenses
5,594
2,673
Fastned | 2022 Annual Report
152
28.3Finance costs
€’000
2022
2021
Interest on debts and borrowings
6,108
5,902
Interest on lease liabilities
394
302
Interest and bank charges
87
41
Other interest expenses
102
24
Total finance costs
6,691
6,269
28.4Finance income
€’000
2022
2021
Interest and bank charges:
Third party
76
78
Intercompany
2,965
953
Currency exchange gains/
(losses) charged to the income
statement
(133)
252
Total finance income
2,908
1,283
29.Other Intangibles
€’000
2022
2021
Internally
developed
software
Trademark
Total
Internally
developed
software
Trademark
Total
Gross carrying amount
As of 1 January:
787
91
878
549
83
632
Additions
211
8
219
238
8
246
Disposal
—
—
As at 31 December
998
99
1,097
787
91
878
Amortisation
As of 1 January:
(244)
(28)
(272)
(115)
(11)
(126)
Amortisation
(181)
(19)
(200)
(129)
(17)
(146)
As at 31 December
(425)
(47)
(472)
(244)
(28)
(272)
Net book value
At 31 December
573
52
625
543
63
606
Fastned | 2022 Annual Report
153
30.Property, plant and equipment
€’000
Construction in
progress
Charging
stations and
technical
installations
Other
equipment
Total
Cost
At 1 January 2021
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
Additions
21,849
1,953
219
24,021
Reversals
165
165
Disposals
(10)
(790)
(800)
Transfer
(20,960)
20,960
—
At 31 December 2022
7,925
69,077
1,126
78,128
Depreciation and impairment
At 1 January 2021
—
(8,619)
(529)
(9,148)
Depreciation charge for the year
—
(3,093)
(102)
(3,195)
Disposals
—
87
—
87
At 31 December 2021
—
(11,625)
(631)
(12,256)
Depreciation charge for the year
—
(5,442)
(108)
Reversals
(165)
Disposals
—
441
At 31 December 2022
—
(16,791)
(739)
(17,530)
Net book value
At 31 December 2021
7,046
35,164
276
42,486
At 31 December 2022
7,925
52,286
387
60,598
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154
31.Right-of-use assets
€’000
Office
Building
Land
Charging
stations and
equipment
Vehicles
Total
Cost
At 1 January 2021
1,017
287
1,672
587
3,563
Additions
33
50
1,154
450
1,687
At 31 December 2021
1,050
337
2,826
1,037
5,250
Additions
162
24
496
227
909
At 31 December 2022
1,212
361
3,322
1,264
6,159
Depreciation and impairment
At January 2021
(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)
Depreciation charge for the
year
(180)
1
(334)
(246)
(759)
At 31 December 2022
(643)
(66)
(762)
(755)
(2,226)
Net book value
At 31 December 2021
587
270
2,398
528
3,783
At 31 December 2022
569
295
2,560
509
3,933
Leases assets including buildings, land, equipment and vehicles.
The maturity analysis of lease liabilities is presented in note 38.
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155
Amounts recognized in profit and loss:
€’000
2022
2021
Depreciation on right-of-use assets
759
624
Interest expense on lease liabilities
394
302
Expense relating to short term leases
117
69
Expense relating to leases of low value assets
28
30
Expense relating to variable lease payments not included in the measurement of
the lease liability
283
224
32.Investments in subsidiaries
€’000
2022
01-Jan
Investment
Dividend
Result for the year
Loan application
31-Dec
Fastned Verwaltungsgesellschaft mbH
20
(2)
18
Fastned Deutschland GmbH & Co KG
—
6,000
(3,680)
(196)
2,124
Fastned UK Ltd
—
(2,785)
2,785
—
Fastned Belgie BV
—
(1,415)
1,415
—
Fastned Beheer B.V.
35
(30)
5
10
Fastned France SAS
—
4,980
(2,938)
(1,079)
963
Fastned Switzerland AG
—
2,033
(556)
(601)
876
Fastned Products B.V.
—
—
The Fast Charging Network BV
1,647
583
2,230
Fastned Terra 2 BV
11
11
Fastned Italia SRL
—
70
(14)
56
Total investment in subsidiaries
1,713
13,083
-30
(10,802)
2,324
6,288
Less: Impairment loss on Terra 2 BV
-36
(17)
(53)
Total investment in subsidiaries,net
1,677
6,235
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156
€’000
2021
01-Jan
Investment
Options granted
Result for the year
Loan application
31-Dec
Fastned Verwaltungsgesellschaft mbH
23
—
—
-3
—
20
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.
28
—
—
7
—
35
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
11
—
—
—
—
11
Total investment in subsidiaries
2,024
1,950
1,866
(7,212)
3,085
1,713
Less: Impairment loss on Terra 2 BV
(36)
Total investment in subsidiaries,net
2,024
1,950
1,866
(7,212)
3,085
1,677
The above mentioned subsidiaries are 100% owned by Fastned B.V.
33.Loans to and from subsidiaries
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157
Loans to subsidiaries
€’000
Interest rate
Maturity
2022
2021
%
Current Account Fastned Products B.V.
6
0
1
4
Current account Fastned Deutschland GmbH & Co KG
6
—
48
Loan account Fastned Deutschland GmbH & Co KG
6
31.12.2024
18,620
12,622
Current account Fastned UK Ltd
6
—
10
Loan account Fastned UK Ltd
6
31.12.2024
12,078
2,206
Current account Fastned Belgie BV
6
—
80
84
Loan account Fastned Belgie BV
6
31.12.2024
12,365
5,313
Current account Fastned France SAS
6
93
49
Loan account Fastned France SAS
6
32,610
4,828
Loan account The Fast Charging Network
6
1,735
2,052
Current account Fastned Terra 2 B.V.
6
1
2
Current account Fastned Verwaltungsgesellschaft
6
5
6
Current account Fastned Switzerland AG
6
30
Loan account Fastned Switzerland AG
3,336
1,006
Current account Fastned italia
11
Total loans to subsidiaries
80,965
28,230
Current
—
—
Non-current
80,965
28,230
Loans from subsidiaries
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158
€’000
Interest rate
Maturity
2022
2021
Current account Fastned Deutschland GmbH & Co KG
6
—
61
58
Current Account Fastned Beheer B.V.
16
Current account Fastned UK Ltd
15
Current account The Fast Charging Network
182
127
Current account Fastned Switzerland AG
—
4
Current account Fastned Terra 2
5
7
Total loans from subsidiaries
263
212
34.Loans to related parties
Loans to related
parties
Interest rate
Maturity
2022
2021
%
€’000
€’000
Non-current interest-bearing loans and borrowings
Loan to Fastned Terra
1 B.V.
6
31 December
2024
1,241
1,369
Credit facility to
Fastned Terra 1 B.V.
—
31 December
2024
—
—
Loans to related
parties
1,241
1,369
Impairment loss on
financial assets
(465)
Loans to related
parties,net
776
Current
Non-current
776
1,369
35.Trade and other receivables and prepayments
€’000
2022
2021
Trade receivables
5,216
1,768
Taxes and social securities
880
318
Other receivables
670
733
Prepayments
103
158
Total trade and other receivables and
prepayments
6,869
2,977
Trade and other receivables and prepayments
Trade receivables are non-interest bearing and are generally on terms
of 14 days. As at 31 December 2022, the provision for trade
receivables, amounted to nil (2021: nil)
36.Cash
€’000
2022
2021
Cash at banks and on hand
130,008
127,017
Total cash
130,008
127,017
Cash at banks earns, or is charged, interest at floating rates based on
daily bank deposit rates.
At 31 December 2022, the Company had no borrowing facilities with
banks.
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37.Trade and other payables
€’000
2022
2021
Trade payables
6,204
2,843
Taxes and social securities
678
(66)
Other payables
2,012
1,059
Total trade and other payables
8,894
3,836
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.
38.Lease Liabilities
€’000
2022
2021
Maturity analysis:
Year 1
1,108
964
Year 2
1,053
910
Year 3
827
840
Year 4
634
619
Year 5
576
488
> 5 years
2,016
2,034
Total
6,214
5,855
Less: unearned interest
(1,471)
(1,342)
Total lease liabilities
4,743
4,513
Analysed as :
Current
772
643
Non-current
3,971
3,870
The right of use assets are presented in note 31.
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.
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160
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 2022 the average number of employees was 75(2021: 54), and the
number of directors was 2 (2021: 3).
Appropriation of the result for the financial year 2021
The annual report for 2021 was adopted by the General Meeting on 2
June 2022.
Recognition of the loss for 2022
The board of directors proposes to deduct the 2022 loss of 
€22,202,000  from the other reserves. The General Meeting will be
asked to approve the appropriation of the 2022 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.
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161
Signing of the financial statements
Amsterdam, 29 March 2023
Management Board
Michiel Langezaal
CEO
Victor van Dijk
CFO
Supervisory Board
Bart Lubbers
Marije van Mens
Nancy Kabalt
Jérôme Janssen
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162
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).
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163
Independent auditor's report
To the shareholders and the Supervisory Board of Fastned B.V.
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS 2022
INCLUDED IN THE ANNUAL REPORT
Our opinion
We have audited the accompanying financial statements 2022 of
Fastned B.V. (“Fastned”, or the “Company”) based in Amsterdam, The
Netherlands (the “Financial Statements”). The Financial Statements
comprise the consolidated financial statements and the company
financial statements.
In our opinion:
•the accompanying consolidated financial statements included
in the annual report give a true and fair view of the financial
position of Fastned B.V. as at 31 December 2022, and of its
result and its cash flows for 2022 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 included in
the annual report give a true and fair view of the financial
position of Fastned B.V. as at 31 December 2022, and of its
result for 2022 in accordance with Part 9 of Book 2 of the
Dutch Civil Code.
The consolidated financial statements comprise:
•the consolidated statement of financial position as at 31
December 2022;
•the following statements for 2022: the consolidated
statement of profit or loss, comprehensive income, changes in
equity and cash flows; and
•the notes comprising a summary of the accounting policies
and other explanatory information.
The company financial statements comprise:
1.the company statement of financial position after
appropriation as at 31 December 2022;
2.the company statement of profit or loss for 2022; 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 B.V. 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.
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164
Materiality
Based on our professional judgement we determined the materiality
for the Financial Statements as a whole at EUR 1.2 million. The
materiality is based on 0.8% to 5% of our primary benchmark, being
revenue. This calculation is supported by our other benchmark using a
range of 3-5% of total operating expenses. 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
EUR 60 thousand, 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 B.V. is at the head of a group of entities. The financial
information of this group is included in the consolidated financial
statements of Fastned B.V.
Because we are ultimately responsible for the opinion, we are
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 reporting entities or operations. On this
basis, we selected reporting entities for which an audit had to be
carried out on the complete set of financial information or specific
items.
Our group audit mainly focused on the significant group entity
Fastned B.V. because it makes up more than 70% of the group’s
revenue. We included additional group entities in the scope of our
group audit to have sufficient audit coverage on the group’s
consolidated financial statements.
We have:
•performed audit procedures for the group entity Fastned B.V.;
and   
•performed review procedures or specific audit procedures for
other group entities located in Germany, The United Kingdom,
Belgium and France.
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 on the consolidated
financial statements.
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165
Audit approach fraud risks
Description
Our response and observations
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 skepticism
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:
•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 behavior and whether they
have knowledge of any actual, suspected or alleged fraud affecting the Company.
•We obtained an understanding of how those charged with governance exercise oversight of management’s processes
for identifying and responding to the risks of fraud in the Company and the internal control that management has
established to mitigate these risks.
•We evaluated whether unusual or unexpected relationships have been identified in performing analytical procedures,
including those related to revenue accounts, that may indicate risks of material misstatement due to fraud.
•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 (trade) regulations;
◦compliance with respect to environmental requirements and operating licensing requirements; and
◦compliance with procurement policies.
•We involved forensic specialists, focused on our fraud and non-compliance risk assessment, inquiries with management
and the evaluation of the internal control environment.
•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 Fastned, particularly those related
to subjective measurements and complex transactions, may be indicative of fraudulent financial reporting;
◦incorporated an element of unpredictability in the selection of the nature, timing and extent of our audit
procedures. Among others, these include a periodical reassessment of the group audit scope;
◦tested the appropriateness of journal entries recorded in the general ledger and other adjustments made in
the preparation of the Financial Statements;
◦evaluated 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. Management insights, estimates and assumptions that might have a major impact
on the Financial Statements are disclosed in note 3 of the Financial Statements. Impairment testing of
charging stations is a significant area to our audit as the determination whether these assets are not carried at
more than their recoverable amounts is subject to significant management judgment. Reference is made to the
section “Our key audit matters”; and
◦performed a retrospective review of management judgments and assumptions related to significant
accounting estimates such as future cash flows used in the impairment testing and recognition of provisions
reflected in prior year financial statements.
Observation
Based on our procedures performed we have no matters to report.
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166
Audit approach compliance with laws and regulations
Description
Our response and observations
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.
•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 (corporate) tax and pension laws
and financial reporting regulations, the requirements under EU-IFRS and Part 9 of Book 2 of the
Dutch Civil Code.
•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 (i) the operating aspects of the
business, (ii) Fastned’s ability to continue its business, or (iii) avoid material penalties (e.g.,
compliance with the terms of operating licenses and permits or compliance with environmental
regulations) and therefore non-compliance with such laws and regulations may have a material
effect on the Financial Statements. In addition, we considered major laws and regulations
applicable to listed companies. 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 management, 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.
•We remained alert to the indications of (suspected) non-compliance throughout the audit.
•We obtained written representations that all known instances of (suspected) fraud or non-
compliance with laws and regulations have been disclosed to us.
Observation
Based on our procedures performed we have no matters to report.
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167
Audit approach going concern
Description
Our response and observations
We are responsible for obtaining reasonable assurance that Fastned is
able to continue as a going concern. Management is responsible to
assess Fastned’s ability to continue as a going concern and disclosing in
the Financial Statements any events or circumstances that may cast
significant doubt on Fastned’s ability to continue as a going concern.
Fastned operates in a developing market and management’s focus is to
give freedom to electric drivers and accelerate the transition to electric
mobility. This can be achieved through raising additional capital to
expand the network. 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.
During 2022, Fastned secured the following debt and equity funding:
•On 13 June 2022, Fastned successfully completed the issue of new
bonds, resulting in gross proceeds of EUR 23 million and an
extension of EUR 7 million from earlier issues, bringing the total
issued amount in this round to EUR 30 million increasing Fastned’s
cash position.
•On 17 October 2022, Fastned announced the private placement of
2,032,520 new depositary receipts, resulting in gross proceeds of
EUR 75 million.
•On 21 December 2022, Fastned successfully completed the issue
of new bonds, resulting in gross proceeds of EUR 10.8 million and
an extension of EUR 2.3 million from earlier issues, bringing the
total issued amount in this round to EUR 13.1 million, increasing
Fastned’s cash position.
Considering the available information at the date of this report,
management has concluded that the liquidity forecasts for the upcoming
18 months show adequate funds available for Fastned to continue as a
going concern. Management has disclosed its view on Fastned’s financial
position and going concern in note 1 of the Financial Statements.
Our audit approach included obtaining and evaluating management’s business plan,
management’s assessment of the going concern assumption. We challenged
management’s cash flow forecasts for the years 2023 to 2025 and primary assumptions.
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).
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
Although there always remains an inherent level of uncertainty in relation to future
events, 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
in preparing the Financial Statements and (ii) the related disclosures.
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168
Our key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial Statements. We have
communicated the key audit matters to the supervisory board. The key audit matters are not a comprehensive reflection of all matters discussed.
Key audit matter
Audit approach
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 137 million as
at December 31, 2022. No impairment charge relating to PP&E was
recognized for the year ended December 31, 2022.
Our audit procedures of the valuation of the charging stations included, among others,
evaluating the Fastned’s policies and procedures, including internal controls, to
identify triggering events for potential impairment of charging stations. We assessed
the completeness of the impairment triggers identified by reviewing the actual and
forecast financial performance of the CGU’s.
For the CGU’s that triggered management’s impairment testing, including those CGU’s
with a material carrying amount and relatively small indicative headroom, we (i)
evaluated the policies and procedures regarding impairment testing, (ii) challenged
management’s primary cash flow assumptions and (iii) corroborated them by
comparison to commercial contracts, available market reports and historical trend
analyses.
We also performed the following procedures:
•We tested the integrity and accuracy of the cash flow model and assessed if the
methodology used is consistent with IAS 36.
•We assessed 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.
•We assessed the WACC used with the involvement of an auditor’s expert (our
internal valuation specialists).
•We performed 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).
•We assessed the completeness and accuracy of disclosures within the Financial
Statements in accordance with EU-IFRS.
•We read the Other Information in the annual report and considered whether the
Other Information is consistent with the Financial Statements and our
knowledge obtained in the audit.
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.
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Developing Control Environment
Fastned’s control environment has not yet fully matured. As a result, there
is a risk related to the design, implementation and operating
effectiveness of the (IT general) controls.
During our audit, we updated our assessment of Fastned’s control
environment and evaluated the developments made, including
remediation of recommendations previously reported.
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.
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 apply a control reliance audit strategy, 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 external confirmations 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.
We have communicated with the Audit Committee that we were unable to rely on
controls and therefore adopted a substantive audit approach.
The purpose of our interim audit was to assess the progress Fastned made with regards
to their internal control environment and the observations reported in our 2021
management letter. These observations relate to the cornerstones of Fastned’s internal
control framework. We noted that Fastned has further improved its  control
environment.
Observation
Overall, we have obtained sufficient and appropriate evidence in response to the
related financial reporting risks.
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REPORT ON THE OTHER INFORMATION INCLUDED IN THE ANNUAL
REPORT
the annual report contains Other Information, in addition to the
Financial Statements and our auditor's report thereon.
The Other Information consists of:
•Management Board’s Report;
•Supervisory Board Report;
•Remuneration 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 all the information regarding the Management
Board’s Report and the Other 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 Management Board’s Report in accordance
with Part 9 of Book 2 of the Dutch Civil Code and the Other
Information as required by Part 9 of Book 2 of the Dutch Civil Code.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS AND
ESEF
Engagement
We were engaged by the annual meeting of shareholders as auditor of
Fastned B.V. 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 Format (“ESEF”)
Fastned B.V. 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 (partly) marked-up consolidated financial statements, as included
in the reporting package by Fastned B.V. 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 the 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.
We performed our examination in accordance with Dutch law,
including Dutch Standard 3950N ‘Assurance-opdrachten inzake het
voldoen aan de criteria voor het opstellen van een digitaal
verantwoordingsdocument’ (assurance engagements relating to
compliance with criteria for digital reporting).
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Our examination included amongst others:
•Obtaining an understanding of the company's financial
reporting process, including the preparation of the reporting
package.
•Identifying and assessing the risks that the annual report does
not comply in all material respects with the RTS on ESEF and
designing and performing further assurance procedures
responsive to those risks to provide a basis for our opinion,
including:
◦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;
◦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.
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 these 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
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conclude that a material uncertainty exists, we are required to
draw attention in our auditor's report to the related
disclosures in the Financial Statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our
auditor's report. However, future events or conditions may
cause the 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.
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
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 key audit matters: 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 29, 2023
Deloitte Accountants B.V.
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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