Ontex Vertrieb GmbH

Mayen

Befreiender Konzernabschluss zum Geschäftsjahr vom 01.01.2022 bis zum 31.12.2022

Ontex Group NV

Aalst/Belgien

Consolidated Financial Statements FOR THE FINANCIAL YEARS ENDED DECEMBER 31, 2022 AND 2021

Annual Report 2022

CONTENTS

STATEMENT OF THE BOARD OF DIRECTORS

INDEPENDENT AUDITORS' REPORT

1. General information

1.1. Corporate Information

1.2. Business Activities

1.3. History of the Group

1.4. Legal status

2. CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT DECEMBER 31

3. CONSOLIDATED INCOME STATEMENT FOR THE YEARS ENDED DECEMBER 31

4. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31

5. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31

6. CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31

7. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

7.1. Summary of significant accounting policies

7.2. Alternative performance measures

7.3. Capital management

7.4. Critical accounting estimates and judgments

7.5. Financial instruments and financial risk management

7.6. Operating segments

7.7. List of consolidated companies

7.8. Disposal group held for sale and discontinued operations

7.9. Goodwill and intangible assets

7.10. Property, plant and equipment

7.11. Leases

7.12. Inventories

7.13. Trade receivables, prepaid expenses and other receivables

7.14. Cash and cash equivalents

7.15. Share capital

7.16. Earnings per share

7.17. Interest-bearing debts

7.18. Employee benefit liabilities

7.19. Deferred taxes and current taxes

7.20. Current and non-current liabilities

7.21. Provisions

7.22. Employee benefit expenses

7.23. Other operating income/(expenses), net

7.24. EBITDA ADJUSTMENTS

7.25. Expenses by nature

7.26. Net finance cost

7.27. Income tax expense

7.28. Share-based payments

7.29. Contingencies

7.30. Commitments

7.31. Related party transactions

7.32. Events after the end of the reporting period

7.33. Audit fees

8. Summary statutory financial statements

8.1. Statutory balance Sheet after appropriation

8.2. Statutory income statement

8.3. Extract from Ontex Group NV separate (non-consolidated) financial statements prepared in accordance with Belgian GAAP

STATEMENT OF THE BOARD OF DIRECTORS

The Board of Directors of Ontex Group NV certifies in the name and on behalf of Ontex Group NV, that to the best of their knowledge,

•	the consolidated financial statements, established in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, give a true and fair view of the assets, financial position and results of Ontex Group NV and of the entities included in the consolidation;
•	the annual review presents a fair overview of the development and the results of the business and the position of Ontex Group NV and of the entities included in the consolidation, as well as a description of the principal risks and uncertainties facing them pursuant Article 12, paragraph 2 of the Royal Decree of November 14, 2007

The amounts in this document are represented in millions of euros (€ million), unless noted otherwise.

Due to rounding, numbers presented throughout these consolidated financial Statements may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.

INDEPENDENT AUDITORS' REPORT

STATUTORY AUDITOR'S REPORT TO THE GENERAL SHAREHOLDERS' MEETING OF ONTEX GROUP NV ON THE CONSOLIDATED ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2022

We present to you our statutory auditor's report in the context of our statutory audit of the consolidated accounts of Ontex Group NV (the "Company") and its subsidiaries (jointly "the Group"). This report includes our report on the consolidated accounts, as well as the other legal and regulatory requirements. This forms part of an integrated whole and is indivisible.

We have been appointed as statutory auditor by the general meeting d.d. 25 May 2020, following the proposal formulated by the board of directors and following the recommendation by the audit committee. Our mandate will expire on the date of the general meeting which will deliberate on the annual accounts for the year ended 31 December 2022. We have performed the statutory audit of the Group's consolidated accounts for 9 consecutive years.

Report on the consolidated accounts

Unqualified opinion

We have performed the statutory audit of the Group's consolidated accounts, which comprise the consolidated statement of financial position as at 31 December 2022, the consolidated income statement, consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies and other explanatory information, and which is characterised by a consolidated statement of financial position total of EUR 2,694.5 million and a loss for the year of EUR 270.3 million.

In our opinion, the consolidated accounts give a true and fair view of the Group's net equity and consolidated financial position as at 31 December 2022, and of its consolidated financial performance and its consolidated cash flows for the year then ended, in accordance with International Financial Reporting Standards as adopted by the European Union and with the legal and regulatory requirements applicable in Belgium.

Basis for unqualified opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs) as applicable in Belgium. Furthermore, we have applied the International Standards on Auditing as approved by the IAASB which are applicable to the year-end and which are not yet approved at the national level. Our responsibilities under those standards are further described in the "Statutory auditor's responsibilities for the audit of the consolidated accounts" section of our report. We have fulfilled our ethical responsibilities in accordance with the ethical requirements that are relevant to our audit of the consolidated accounts in Belgium, including the requirements related to independence.

We have obtained from the board of directors and Company officials the explanations and information necessary for performing our audit.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated accounts of the current period. These matters were addressed in the context of our audit of the consolidated accounts as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters

(1) Going concern and liquidity situation

Description of the Key Audit Matter

In 2022 Ontex Group incurred a loss of the year of EUR 270.3 million and profitability and cash flow generation were significantly impacted by the unprecedented raw materials and operating cost inflation.

As set out in Note 7.4.1, and 7.17 the debt covenants related to the available credit facilities have been renegotiated for the full year 2022 and replaced by a liquidity covenant which the Group complied with. Management has prepared detailed budgets and cash flow forecasts, which reflect the strategy of the Group. Management is confident that the Company will operate within the limits of the covenant on March 31, June 30 and December 31, 2023, while recognising that the headroom may not be significant. This confidence is strengthened by the business performance so far in the year and the continued progress made in the divestment of the Mexican assets, with closing expected in the second quarter. Moreover, the Group is currently in discussions with the banks to discuss the revolving credit facility extension, currently maturing mid-2024, and will address conditions that meet the financing needs of the Company.

We consider this matter to be of most significance because of the complexity of the assessment process and the significant judgments in respect of assumptions used about the future results of the business and the related cash flow forecasts.

How our Audit addressed the Key Audit Matter

We obtained management's assessment that supports the Board's conclusions with respect to the disclosures provided around going concern. We checked the banking agreement for the terms of the financing facilities and agreed these facilities to management's cash flow forecasts . We verified consistency with the Board's approved budgets, which were subject to timely oversight and challenge by the Directors. We have critically assessed the historical accuracy of management's estimates and evaluation of business plans by comparing the prior year's forecast with the Group's actual performance. We tested the calculation method used and the accuracy thereof. We obtained management's plausible up and downside scenario and discussed the assumptions that were applied in order to understand the rationale and the appropriateness of those assumptions. We assessed the availability of liquid resources under different scenarios modelled by management, and the associated covenant test applied. We included a business recovery specialist in our team to assist us with these procedures. We also assessed the adequacy of the disclosures (Note 7.3, Note 7.4.1, Note 7.5.8 and Note 7.17) in the financial statements.

Our results

We found the assumptions used by the directors to be appropriately reflected in the cash flow forecasts and the disclosures to be appropriate.

(2) Disposal Group held for sale and discontinued operations

Description of the key audit matter

Following its strategic review announced at the end of 2021 and formalized beginning of 2022, Ontex Group announced it would pursue divestment opportunities for the activities located in "Emerging Markets". Ontex entered into a binding agreement in July 2022 to sell its Mexican activities, with closing expected in the second quarter of 2023. Ontex is making progress in the divestment of its remaining Emerging Markets businesses, as discussions with potential acquirers continue. Based on these considerations, management determined the criteria of IFRS 5 were met and the activities should be presented as discontinued operations on 31 December 2022.

In accordance with IFRS 5 the group reclassified all assets and all liabilities related to these activities as Assets classified as held for sale and Liabilities related to assets classified as held for sale which amount to respectively EUR 661,7 million and EUR 249,6 million per 31 December 2022. In the consolidated income statement, the loss for the period of the activities located in Emerging Markets was presented in one line as "Loss for the period from discontinued operations" and amounts to EUR 121,6 million.

We consider this matter to be of most significance because of the size of the operations that are expected to be sold, the complexity of the planned transactions and judgements made by management in the valuation of the related assets and liabilities at the lower of carrying amount and fair value less costs to sell.

The assets classified as held for sale and the related liabilities, the key lines of the results and cash flows related to discontinued operations are detailed in noted 7.8 of the financial statements.

How our audit addressed the key audit matter

We read minutes of the Board of Directors and agreements or letters of intent with (potential) buyers of the activities held for sale. We discussed with management the divestment process and agreements reached with (potential) buyers to evaluate the appropriateness of the accounting treatment, valuation, and disclosure in line with IFRS 5.

We performed procedures to verify completeness and accuracy of the assets, liabilities, results and cash flows presented as discontinued operations, including measurement in accordance with IFRS 5. Our procedures include but are not restricted to:

-Reconciling the reclassified assets, liabilities and results to the group reporting forms of the activities that are held for sale;

-Validating assumptions taken on carved out assets, liabilities and net results of legal companies active in both continuing and discontinuing activities at Ontex Group based on audit evidence obtained;

-Reviewing and challenging management's preliminary estimate of the disposal loss;

-Evaluating the adequacy of the disclosure (Note 7.4.9 and 7.8) of the assets held for sale and discontinued operations in the consolidated accounts;

-Reviewing the restatement of the 2021 consolidated income statement following the classification of the Emerging Markets as Discontinued Operations.

Our results

We agree with management's position that the IFRS 5 criteria were met as of 31 December 2022. We found the methodologies and the assumptions applied in respect of the reclassified assets, liabilities and results of the discontinued operations and the preliminary estimate of the disposal loss to be in line with our expectations and the agreements and negotiations with (potential) buyers. We consider the disclosure on the discontinued operations as appropriate.

(3) Impairment of goodwill

Description of the key audit matter

Ontex carries a significant value of goodwill on the balance sheet amounting to EUR 797,9 million at 31 December 2022 and recognised an impairment loss of EUR 84,1 million during 2022 on the goodwill of the CGU Russia as detailed in disclosure 7.9. Under the International Financial Reporting Standards as endorsed by the EU ("IFRS's"), the Company is required to test the amount of goodwill for impairment at least annually.

We consider this matter to be of most significance because of the complexity of the assessment process and significant judgments in respect of assumptions about the future results of the business and the discount rates applied to future cash flow forecasts. The most important assumptions relate to the discount rate, growth rates of revenue and operating margin.

How our audit addressed the key audit matter

We challenged whether the goodwill impairment test was performed at the lowest CGU level at which the goodwill is monitored. We challenged the cash flow projections used in the impairment tests and the process through which they were prepared. We found that the projected cash flows for 2023 were consistent with the Board's approved budgets, which were subject to timely oversight and challenge by the Directors. We have critically assessed the historical accuracy of management's estimates and evaluation of business plans by comparing the prior year's forecast with the Group's actual performance. For the cash flows after 2023 we critically assessed and challenged the assumptions related to the long-term growth rates, by comparing them to industry forecasts and historical growth rates. We compared the weighted average cost of capital ("WACC") to the cost of capital and debt of the Group and comparable organisations, as well as considering territory specific factors. We tested the calculation method used and the accuracy thereof. We compared operating margin, working capital- and CAPEX percentage with past actuals. We challenged the adequacy of management's sensitivity analysis of the headroom. For all CGUs we calculated the degree to which these assumptions would need to move before an impairment conclusion was triggered. We discussed the likelihood of such a movement with management. We included valuation specialists in our team to assist us with these procedures. We tested the calculation of the impairment recognised on the Russia CGU and assessed the allocation of the impairment charge to goodwill of this CGU. We also evaluated the adequacy of the disclosures (Note 7.9 and Note 7.4.4) in the financial statements.

Our results

From our sensitivity analysis, we found the likelihood of changes resulting in additional impairment losses to be unlikely.

(4) Valuation of deferred taxes and valuation allowance on deferred tax assets related to tax losses carried forward

Description of the key audit matter

Ontex has recognised a deferred tax asset and a deferred tax liability of respectively EUR 12.1 million and EUR 21.3 million at 31 December 2022. At the same time, a deferred tax asset position of EUR 121.2 million was not recognised, as disclosed in Note 7.19.1. In 2022 Ontex wrote-off EUR 12.0 million of deferred tax assets on previously recognised tax losses and EUR 23.4 million deferred tax asset positions on tax losses of 2022 were not recognised as disclosed in Note 7.27.

The valuation of the deferred tax positions at Ontex involved significant judgement, more specifically in the determination of the recognition of deferred tax assets related to tax losses carried forward. The estimation of the future taxable basis is highly judgemental as well as the assessment of the impact of tax laws and regulations, tax planning action and strategies, rulings and transfer pricing. Because of all the aforementioned reasons, we found this key audit matter to be of most significance for our audit.

How our audit addressed the key audit matter

We challenged the assumptions made to assess the recoverability of deferred tax assets related to tax losses carried forward and the timing of the reversal of deferred tax positions. During our procedures, we used amongst others budgets, forecasts and tax laws and in addition we assessed the historical accuracy of management's assumptions. An important management judgement was the period over which taxable profits can be reliably estimated and consequently, no deferred tax assets are recognised for tax losses used in any period beyond. We verified that the deferred tax position was calculated at the enacted tax rate for the year in which the deferred tax position is expected to reverse.

We also assessed the adequacy and completeness of the Company's disclosure included in Note 7.4.2, 7.19.1 and 7.27 in respect of deferred taxes.

Our results

We found management's judgements in respect of the Group's deferred tax positions to be consistent and in line with our expectations.

Responsibilities of the board of directors for the preparation of the consolidated accounts

The board of directors is responsible for the preparation of consolidated accounts that give a true and fair view in accordance with International Financial Reporting Standards as adopted by the European Union and with the legal and regulatory requirements applicable in Belgium, and for such internal control as the board of directors determine is necessary to enable the preparation of consolidated accounts that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated accounts, the board of directors is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the board of directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Statutory auditor's responsibilities for the audit of the consolidated accounts

Our objectives are to obtain reasonable assurance about whether the consolidated accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated accounts.

In performing our audit, we comply with the legal, regulatory and normative framework applicable to the audit of the consolidated accounts in Belgium. A statutory audit does not provide any assurance as to the Group's future viability nor as to the efficiency or effectiveness of the board of directors' current or future business management at Group level. Our responsibilities in respect of the use of the going concern basis of accounting by the board of directors' are described below.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

•	Identify and assess the risks of material misstatement of the consolidated accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
•	Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control;
•	Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the board of directors;
•	Conclude on the appropriateness of the board of directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our statutory auditor's report to the related disclosures in the consolidated accounts 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 statutory auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern;
•	Evaluate the overall presentation, structure and content of the consolidated accounts, including the disclosures, and whether the consolidated accounts represent the underlying transactions and events in a manner that achieves fair presentation;
•	Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.

We communicate with the audit committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the audit committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the audit committee, we determine those matters that were of most significance in the audit of the consolidated accounts of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.

Other legal and regulatory requirements

Responsibilities o the board of directors

The board of directors is responsible for the preparation and the content of the directors' report on the consolidated accounts, the separate report on non-financial information and the other information included in the annual report on the consolidated accounts.

Statutory auditor's responsibilities

In the context of our engagement and in accordance with the Belgian standard which is complementary to the International Standards on Auditing (ISAs) as applicable in Belgium, our responsibility is to verify, in all material respects, the directors' report on the consolidated accounts, the separate report on non-financial information and the other information included in the annual report on the consolidated accounts and to report on these matters.

Aspects related to the directors' report on the consolidated accounts and to the other information included in the annual report on the consolidated accounts

In our opinion, after having performed specific procedures in relation to the directors' report on the consolidated accounts, this directors' report is consistent with the consolidated accounts for the year under audit and is prepared in accordance with article 3:32 of the Companies' and Associations' Code.

In the context of our audit of the consolidated accounts, we are also responsible for considering, in particular based on the knowledge acquired resulting from the audit, whether the directors' report on the consolidated accounts and the other information included in the annual report on the consolidated accounts, is materially misstated or contains information which is inadequately disclosed or otherwise misleading. In light of the procedures we have performed, there are no material misstatements we have to report to you.

The non-financial information required by virtue of article 3:32, §2 of the Companies' and Associations' Code is included in the directors' report on the consolidated accounts. The Company has prepared the non-financial information, based on the Global Reporting Initiative (GRI) standards and with reference to the Sustainable Development Goals (SDG). However, in accordance with article 3:80, §1, 5° of the Companies' and Associations' Code, we do not express an opinion as to whether the non-financial information has been prepared in accordance with the Global Reporting Initiative (GRI) standards and with reference to the Sustainable Development Goals (SDG) as disclosed in the directors' report on the consolidated accounts.

Statement related to independence

•	Our registered audit firm and our network did not provide services which are incompatible with the statutory audit of the consolidated accounts, and our registered audit firm remained independent of the Group in the course of our mandate.

•	The fees for additional services which are compatible with the statutory audit of the consolidated accounts referred to in article 3:65 of the Companies' and Associations' Code are correctly disclosed and itemized in the notes to the consolidated accounts.

European Uniform Electronic Format (ESEF)

We have also verified, in accordance with the draft standard on the verification of the compliance of the financial statements with the European Uniform Electronic Format (hereinafter "ESEF"), the compliance of the ESEF format with the regulatory technical standards established by the European Delegate Regulation No. 2019/815 of 17 December 2018 (hereinafter: "Delegated Regulation").

The board of directors is responsible for the preparation, in accordance with ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereinafter "Digital consolidated financial statements") included in the annual financial report.

Our responsibility is to obtain sufficient appropriate evidence to conclude that the format and marking language of the digital consolidated financial statements complies in all material respects with the ESEF requirements under the Delegated Regulation.

Based on the work we have performed, we believe that the format of and marking of information in the digital consolidated financial statements included in the annual financial report of Ontex Group NV per 31 December 2022 comply in all material respects with the ESEF requirements under the Delegated Regulation.

Other statements

This report is consistent with the additional report to the audit committee referred to in article 11 of the Regulation (EU) N° 537/2014.

Ghent, 31 March 2023

The statutory auditor
PwC Reviseurs d'Entreprises SRL / PwC Bedrijfsrevisoren BV

represented by Lien Winne, Réviseur d'Entreprises / Bedrijfsrevisor

1. General information

1.1. CORPORATE INFORMATION

The consolidated financial statements of Ontex Group NV for the year ended December 31, 2022 were authorized for issue in accordance with a resolution of the Board of Directors on March 16, 2023.

1.2. BUSINESS ACTIVITIES

Ontex is a leading international provider of personal hygiene solutions, with expertise in baby care, feminine care and adult care. Ontex's innovative products are distributed in more than 110 countries through leading retailer brands, lifestyle brands and Ontex brands. Employing approximately 9,000 passionate people all over the world, Ontex has a presence in 21 countries, with its headquarters in Aalst, Belgium.

1.3. HISTORY OF THE GROUP

Ontex was founded in 1979 by Paul Van Malderen and initially produced mattress protectors for the Belgian institutional market. During the 1980s and the first half of the 1990s, the Company expanded its product range into its current core product categories and grew the business internationally both organically and through acquisitions.

After opening a production facility in the Czech Republic and acquiring businesses in Belgium, Germany and Spain, Ontex was listed on Euronext Brussels in 1998. Following the listing, Ontex experienced rapid growth over several years, primarily through bolt-on acquisitions in France, Germany and Turkey.

Ontex was acquired by funds advised by Candover in 2003 and subsequently de-listed from Euronext Brussels. Ontex acquired a diaper production unit of Paul Hartmann in Germany in 2004 and opened a production facility in China in 2006. In 2008, we opened a production facility in Algeria. In 2010, Ontex acquired iD Medica, which sells incontinence products in Germany.

In 2010, Ontex was acquired by funds managed by GSCP and TPG. In 2011, Ontex opened two additional production facilities, one in Australia and one in Russia, and acquired Lille Healthcare, a company operating in the adult incontinence market in France. In 2013, Ontex acquired Serenity, a company operating in the adult incontinence market in Italy, and opened a production facility in Pakistan.

In June 2014, Ontex Group NV successfully listed its shares on the Euronext Brussels exchange and trades under the ticker 'ONTEX'.

In February 2016, Ontex acquired Grupo Mabe, a leading Mexican manufacturer of disposable personal hygiene products.

In March 2017, Ontex has completed the acquisition of the personal hygiene business of Hypermarcas (renamed to "Ontex Brazil").

In July 2017 Ontex opened its new production plant in Ethiopia for the manufacturing of baby diapers that are specifically meeting the needs of African families.

In February 2019, Ontex opened a new production plant in Radomsko, Poland to support its Central European business.

In July 2020, Ontex acquired the US feminine hygiene assets from Albaad Massuot Yitzhak Ltd. in Rockingham County to further develop the North American business.

In December 2021, Ontex announced its reviewed strategy to focus on its partner and healthcare brands business, which is concentrated in Europe and North America, and thereby is pursuing alternative strategic solutions for its mainly own brand focused businesses in the emerging markets of Central and South America, as well as the Middle East and Africa. This strategy was formalized and reflected in the Company's financial statements beginning of 2022.

In July 2022, Ontex entered into a binding agreement to sell its Mexican and related export activities to Softys S.A., marking a milestone in the transformation of Ontex. The closing is foreseen early Q2 2023, subject to the customary conditions, including the applicable merger clearance approvals.

1.4. LEGAL STATUS

Ontex Group NV is a limited-liability company incorporated as a "naamloze vennootschap" ("NV") under Belgian law with company registration number 0550.880.915. Ontex Group NV has its registered office at Korte Keppestraat 21, 9320 Erembodegem (Aalst), Belgium. The shares of Ontex Group NV are listed on the regulated market of Euronext Brussels.

2. CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT DECEMBER 31

ASSETS	Note	December 31, 2022	December 31, 2021
in € million
Non-current Assets
Goodwill	9	797.9	1,039.9
Intangible assets	9	32.7	45.8
Property, plant and equipment	10	420.1	573.4
Right-of-use assets	11	110.1	102.0
Deferred tax assets	19	12.1	19.7
Non-current receivables		0.3	3.5
		1,373.3	1,784.4
Current Assets
Inventories	12	264.3	358.7
Trade receivables	13	191.8	269.8
Prepaid expenses and other receivables	13	36.8	69.2
Current tax assets	19	5.0	15.0
Derivative financial assets	5.1	12.1	5.3
Other financial assets		0.4	0.3
Cash and cash equivalents	14	149.1	246.7
Assets classified as held for sale	8	661.7	-
		1,321.3	965.1
TOTAL ASSETS		2,694.5	2,749.4
EQUITY AND LIABILITIES	Note	December 31, 2022	December 31, 2021
in € million
Equity attributable to owners of the company
Share capital & premium	15	1,208.0	1,208.0
Treasury shares		(34.2)	(36.3)
Cumulative translation reserves		(301.9)	(333.1)
Retained earnings and other reserves		(13.4)	207.8
TOTAL EQUITY		858.4	1,046.3
Non-current liabilities
Employee benefit liabilities	18	13.5	22.0
Interest-bearing debts	17	891.7	885.2
Deferred tax liabilities	19	21.3	22.5
Other payables		0.4	0.2
		926.9	929.9
Current liabilities
Interest-bearing debts	17	145.4	87.0
Derivative financial liabilities	5.1	15.0	4.1
Trade payables	20	405.3	532.6
Accrued expenses and other payables	20	22.6	39.0
Employee benefit liabilities	20	40.4	46.2
Current tax liabilities	19	23.0	31.8
Provisions	21	8.0	32.6
Liabilities related to assets classified as held for sale	8	249.6	-
		909.2	773.2
TOTAL LIABILITIES		1,836.1	1,703.2
TOTAL EQUITY AND LIABILITIES		2,694.5	2,749.4

The accompanying notes are an integral part of the audited consolidated financial statements.

3. CONSOLIDATED INCOME STATEMENT
FOR THE YEARS ENDED DECEMBER 31

	Note	Full Year
in € million		2022	2021 ^*
Revenue	6	1,672.2	1,408.7
Cost of sales	25	(1,294.7)	(1,007.0)
Gross Profit		377.5	401.7
Distribution expenses	25	(191.3)	(153.4)
Sales and marketing expenses	25	(82.1)	(83.1)
General administrative expenses	25	(75.6)	(67.6)
Other operating income/(expenses), net	23-25	5.1	(7.0)
Income and expenses related to changes to Group structure	24	(11.2)	(34.2)
Income and expenses related to impairments and major litigations	24	(91.8)	(25.5)
Operating profit/(loss)		(69.4)	30.9
Finance income	26	0.8	0.6
Finance costs	26	(49.3)	(39.6)
Net exchange differences relating to financing activities	26	(2.4)	(2.5)
Net finance cost		(50.9)	(41.5)
Profit/(loss) before income tax		(120.3)	(10.6)
Income tax expense	27	(28.4)	(8.9)
Profit/(loss) for the period from continuing operations		(148.7)	(19.5)
Profit/(loss) for the period from discontinued operations	8	(121.6)	(42.4)
Profit/(loss) for the period		(270.3)	(61.9)
Profit/(loss) attributable to:
Owners of the parent		(270.3)	(61.9)
Profit/(loss) for the period		(270.3)	(61.9)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations.

Earnings per share:

		Full Year
in €	Note	2022	2021
For continuing operations
Basic earnings per share	16	(1.83)	(0.24)
Diluted earnings per share	16	(1.83)	(0.24)
For continuing and discontinued operations
Basic earnings per share	16	(3.34)	(0.76)
Diluted earnings per share	16	(3.34)	(0.76)
Weighted average number of ordinary shares outstanding during the period		81,030,032	80,950,106

The accompanying notes are an integral part of the audited consolidated financial statements.

4. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31

	Full Year
in € million	2022	2021
Profit/(loss) for the period	(270.3)	(61.9)
Other comprehensive income/(loss) for the period, after tax:
Remeasurements of defined benefit plans	5.7	4.6
Deferred tax on items that will not be reclassified subsequently to income statement	(1.6)	(1.2)
Items that will not be reclassified subsequently to income statement, net of tax	4.2	3.4
Items that will be reclassified subsequently to income statement, net of tax
Exchange differences on translating foreign operations	31.3	0.4
Fair value remeasurements - Cash flow hedge	(3.0)	6.9
Deferred tax on items that will be reclassified subsequently to income statement	0.9	(1.8)
Items that will be reclassified subsequently to income statement, net of tax	29.1	5.5
Other comprehensive income/(loss) for the period, net of tax	33.3	8.9
Total comprehensive income/(loss) for the period	(237.0)	(53.0)
Total comprehensive income/(loss) attributable to:
Owners of the parent	(237.0)	(53.0)
Total comprehensive income/(loss) for the period	(237.0)	(53.0)

The accompanying notes are an integral part of the audited consolidated financial statements.

5. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31

in € million	Attributable to equity holders of the Company
	Number of shares	Share capital	Share Premium	Treasury shares
Balance at December 31,2021	82,347,218	795.2	412.8	(36.3)
Restatement Opening Balance (Hyperinflation non-monetary adjustments)	-	-	-	-
Restated Balance at December 31,2021	82,347,218	795.2	412.8	(36.3)
Hyperinflation non-monetary adjustments	-	-	-	-
Transactions with owners at the level of Ontex Group NV:
Share-based payments	-	-	-	-
Settlement of share-based payments	-	-	-	1.7
Treasury Shares	-	-	-	0.4
Total transactions with owners	-	-	-	2.1
Comprehensive income:
Profit/(loss) for the period	-	-	-	-
Other comprehensive income:
Exchange differences on translating foreign operations	-	-	-	-
Remeasurements of defined benefit pension plans	-	-	-	-
Fair value remeasurements - Cash flow hedge	-	-	-	-
Total other comprehensive income/(loss)	-	-	-	-
Balance at December 31,2022	82,347,218	795.2	412.8	(34.2)

in € million	Attributable to equity holders of the Company
	Cumulative translation reserves	Retained earnings and other reserves	Total Equity
Balance at December 31, 2021	(333.1)	207.8	1,046.3
Restatement Opening Balance (Hyperinflation non-monetary adjustments)	-	17.0	17.0
Restated Balance at December 31, 2021	(333.1)	224.8	1,063.3
Hyperinflation non-monetary adjustments	-	30.8	30.8
Transactions with owners at the level of Ontex Group NV:
Share-based payments	-	1.0	1.0
Settlement of share-based payments	-	(1.7)	-
Treasury Shares	-	-	0.4
Total transactions with owners	-	(0.7)	1.4
Comprehensive income:
Profit/(loss) for the period	-	(270.3)	(270.3)
Other comprehensive income:
Exchange differences on translating foreign operations	31.3	-	31.3
Remeasurements of defined benefit pension plans	-	4.2	4.2
Fair value remeasurements - Cash flow hedge	-	(2.1)	(2.1)
Total other comprehensive income/(loss)	31.3	2.0	33.3
Balance at December 31, 2022	(301.9)	(13.4)	858.4

in € million	Attributable to equity holders of the Company
	Number of shares	Share capital	Share Premium	Treasury shares
Balance at December 31, 2020	82,347,218	795.2	412.8	(38.8)
Transactions with owners at the level of Ontex Group NV:
Share-based payments	-	-	-	-
Settlement of share-based payments	-	-	-	2.8
Treasury Shares	-	-	-	(0.3)
Total transactions with owners	-	-	-	2.4
Comprehensive income:
Profit/(loss) for the period	-	-	-	-
Other comprehensive income:
Exchange differences on translating foreign operations	-	-	-	-
Remeasurements of defined benefit pension plans	-	-	-	-
Fair value remeasurements - Cash flow hedge	-	-	-	-
Total other comprehensive income/(loss)	-	-	-	-
Balance at December 31, 2021	82,347,218	795.2	412.8	(36.3)

in € million	Attributable to equity holders of the Company
	Cumulative translation reserves	Retained earnings and other reserves	Total Equity
Balance at December 31, 2020	(333.5)	262.7	1,098.4
Transactions with owners at the level of Ontex Group NV:
Share-based payments	-	1.2	1.2
Settlement of share-based payments	-	(2.8)	0.0
Treasury Shares	-	-	(0.3)
Total transactions with owners	-	(1.5)	0.9
Comprehensive income:
Profit/(loss) for the period	-	(61.9)	(61.9)
Other comprehensive income:
Exchange differences on translating foreign operations	0.4	-	0.4
Remeasurements of defined benefit pension plans	-	3.4	3.4
Fair value remeasurements - Cash flow hedge	-	5.1	5.1
Total other comprehensive income/(loss)	0.4	8.5	8.9
Balance at December 31, 2021	(333.1)	207.8	1,046.3

The accompanying notes are an integral part of the audited consolidated financial statements.

The shareholding of Ontex Group NV based on the declarations, received in the period up to December 31, 2022, is as follows:

Shareholder	December 31,2022	% ¹
Groupe Bruxelles Lambert SA	16,454,453	19.98%
ENA Investment Capital	12,411,999	15.07%
Guangchang Guo and Fosun International Holdings Ltd.	3,200,373	3.89%
The Pamajugo Irrevocable Trust	2,722,221	3.64%
Veraison SICAV - Engagement Fund	2,497,800	3.03%

¹ At the time of the transparency declaration

The accompanying notes are an integral part of the audited consolidated financial statements.

6. CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31

The amounts below include both continuing and discontinued operations. For details regarding the discontinued operations, see note 7.8.

		Full Year
in € million	Note	2022	2021
CASH FLOWS FROM OPERATING ACTIVITIES
Profit/(loss) for the period		(270.3)	(61.9)
Adjustments for:
Income tax expense		39.2	19.0
Depreciation and amortization		70.4	87.7
Impairment losses and items relating to investing activities		201.0	41.0
Provisions (including employee benefit liabilities)		(20.1)	15.4
Change in fair value of financial instruments		1.9	(2.4)
Net finance cost		70.8	42.7
Changes in working capital:
Inventories		(11.3)	(39.2)
Trade and other receivables and prepaid expenses		(46.9)	(1.4)
Trade and other payables and accrued expenses		12.6	56.4
Employee benefit liabilities		5.8	(6.4)
Cash from operating activities before taxes		53.2	150.9
Income taxes paid		(24.9)	(20.6)
NET CASH GENERATED FROM OPERATING ACTIVITIES		28.3	130.3
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property, plant and equipment and intangible assets		(62.4)	(56.5)
Proceeds from disposal of property, plant and equipment and intangible assets		4.6	1.9
Payment for (or Proceeds related to) acquisition of subsidiary, net of cash acquired ¹		0.0	80.0
NET CASH GENERATED FROM / (USED IN) INVESTING ACTIVITIES		(57.7)	25.3

		Full Year
in € million	Note	2022	2021
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings	17	133.2	799.3
Repayment of borrowings	17	(81.7)	(1,125.0)
Interests paid	26	(46.1)	(26.8)
Interests received	26	3.0	2.5
Cost of refinancing & other costs of financing		(7.2)	19.7
Realized foreign exchange (losses)/gains on financing activities		(3.7)	0.3
Derivative financial assets		(7.0)	(2.4)
NET CASH GENERATED FROM / (USED IN) FINANCING ACTIVITIES		(9.5)	(332.4)
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS		(38.9)	(176.8)
Effects of exchange rate changes on cash and cash equivalents		1.0	(6.7)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD		246.7	430.1
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD		208.7	246.7
Of which presented as part of Assets classified as held for sale	8	59.7	-

¹ In 2021, this line item in the consolidated cash flow statement includes the arbitration settlement for an amount of €80.0 million (BRL 500 million) received from Hypera on October 1, 2021. This payment settled certain claims relating to the acquisition of the Brazilian personal hygiene business of Hypera by Ontex. The Company acquired the Brazilian personal hygiene business from Hypera in March 2017 for an enterprise value of BRL 1 billion.

The accompanying notes are an integral part of the audited consolidated financial statements.

7. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

7.1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

7.1.1. Introduction

The accounting policies used to prepare the consolidated financial statements for the period from January 1, 2022 to December 31, 2022 are consistent with those applied in the audited consolidated financial statements for the year ended December 31, 2021 of Ontex Group NV. The accounting policies have been consistently applied to all the periods presented.

7.1.2. Basis of preparation

These consolidated financial statements of the Ontex Group NV for the year ended December 31, 2022 have been prepared in compliance with IFRS ("International Financial Reporting Standards") as adopted by the European Union. These include all IFRS standards and IFRIC interpretations issued and effective as at December 31, 2022. The new standards, amendments to standards and interpretations that are mandatory for the first time for the financial year beginning January 1, 2022, did not have a significant impact. No new standards, amendments to standards or interpretations were early adopted.

These financial statements are prepared on an accrual basis and on the assumption that the entity is in going concern and will continue in operation in the foreseeable future.

The preparation of financial statements in accordance with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgment in the process of applying the Group accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 7.4.

IFRSaccounting standards to be adopted as from 2022 and onwards

The following relevant new standards and amendments to existing standards have been published and endorsed by the European Union and are mandatory for the first time for the financial periods beginning on or after January 1, 2022:

Amendments to IFRS 3 Business Combinations update a reference in IFRS 3 to the Conceptual Framework for Financial Reporting without changing the accounting requirements for business combinations.

Amendments to IAS 16 Property, Plant and Equipment prohibit a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, a company will recognize such sales proceeds and related cost in profit or loss.

Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets specify which costs a company includes when assessing whether a contract will be loss-making.

Annual Improvements 2018-2020 make minor amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards, IFRS 9 Financial Instruments, IAS 41 Agriculture and the Illustrative Examples accompanying IFRS 16 Leases.

Amendment to IFRS 16 Leases Covid 19-Related Rent Concessions beyond 30 June 2021 (effective 01/04/2021), with early application permitted. The amendments extend, by one year, the May 2020 amendment that provides lessees with an exemption from assessing whether a COVID-19-related rent concession is a lease modification. In particular, the amendment permits a lessee to apply the practical expedient regarding COVID-19-related rent concessions to rent concessions for which any reduction in lease payments affects only payments originally due on or before 30 June 2022 (rather than only payments originally due on or before 30 June 2021). The amendment is effective for annual reporting periods beginning on or after 1 April 2021 (earlier application permitted, including in financial statements not yet authorized for issue at the date the amendment is issued).

The above-mentioned standards did not have an impact on the financial statements.

Relevant IFRSaccounting pronouncements to be adopted as from 2023 onwards

A number of new standards, amendments to existing standards and annual improvement cycles have been published and are mandatory for the first time for reporting periods beginning on or after January 1, 2023 and have not been early adopted. Those which may be the most relevant to the Ontex Group's consolidated financial statements are set out below, but are expected not to have a significant impact on the Ontex' consolidated financial statements.

Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting policies (effective 1 January 2023). The amendments aim to improve accounting policy disclosures and to help users of the financial statements to distinguish between changes in accounting estimates and changes in accounting policies. The IAS 1 amendment requires companies to disclose their material accounting policy information rather than their significant accounting policies. Further, the amendment to IAS 1 clarifies that immaterial accounting policy information needs not be disclosed. To support this amendment, the Board also amended IFRS Practice Statement 2, 'Making Materiality Judgements', to provide guidance on how to apply the concept of materiality to accounting policy disclosures.

Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates (effective 1 January 2023). The amendment to IAS 8, 'Accounting Policies, Changes in Accounting Estimates and Errors', clarifies how companies should distinguish changes in accounting policies from changes in accounting estimates.

Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction (effective 1 January 2023). The amendments clarify how companies account for deferred tax on transactions such as leases and decommissioning obligations. The main change in the amendments is an exemption from the initial recognition exemption of IAS 12.15(b) and IAS 12.24. Accordingly, the initial recognition exemption does not apply to transactions in which equal amounts of deductible and taxable temporary differences arise on initial recognition.

The above mentioned standards are not expected to have a significant impact on the financial statements.

Financial reporting in hyperinflationary economies

In 2022, the Turkish economy faced further high inflation resulting in the three-year cumulative inflation of Turkey to exceed 100%, thereby triggering the requirement to transition to hyperinflation accounting as prescribed by IAS 29 Financial Reporting in Hyperinflationary Economies. IAS 29 requires to report the results of the company's operations in Turkey as if these were highly inflationary as of 1 January 2022.

Under IAS 29, the non-monetary assets and liabilities stated at historical cost, the equity and the income statement of subsidiaries operating in hyperinflationary economies are restated for changes in the general purchasing power of the local currency applying a general price index. These re-measured accounts are used for conversion into euro at the period closing exchange rate. As a result, the statement of financial position and net results of subsidiaries operating in hyperinflation economies are stated in terms of the measuring unit current at the end of the reporting period.

7.1.3. Consolidation

Subsidiaries

Subsidiaries are all entities over which the Group has control. Control is established when the Group is exposed, or has the rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.

The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration agreement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, liabilities assumed and contingent liabilities assumed in a business combination are measured initially at their fair values at acquisition date. On an acquisition-by-acquisition basis, the Group recognizes any non-controlling interest in the acquiree at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets.

The excess of the consideration of any non-controlling interest in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree over the fair value of the Group's share of the identifiable net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary in the case of a bargain purchase, the difference is recognized directly in the income statement.

Intercompany transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated but considered an impairment indicator of the asset transferred.

Transactions with non-controlling interests

The Group treats the transactions with non-controlling interests as transactions with equity owners of the Group. For purchases from non-controlling interests, the difference between any consideration paid and the relevant share acquired of the carrying value of the net assets of the subsidiary is recorded in equity. Gains and losses on disposal to non-controlling interests are also recorded in equity.

When the Group ceases to have control or significant influence, any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognized in profit or loss. The fair value is the initial carrying amount for the purposes of subsequent accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognized in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are reclassified to profit or loss.

7.1.4. Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Separately recognized goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

The goodwill recognized in the statement of financial position is allocated to three Cash-Generating Units (CGUs). These CGUs are Europe, Russia and North America. They represent the lowest level within the entity at which the goodwill is monitored for internal management purposes.

7.1.5. 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, which is the Group's presentation currency.

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement.

Foreign exchange gains and losses that relate to interest-bearing debts and cash and cash equivalents are presented in the income statement within 'Net finance cost'. All other foreign exchange gains and losses are presented in the income statement within 'Other operating income/(expenses), net'.

For the purpose of presenting consolidated financial statements, assets and liabilities of the Group's foreign operations are translated at the closing rate at the end of the reporting period. Items of income and expense are translated at the monthly average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions), and equity items are translated at historical rates. The resulting exchange rate differences are recognized in other comprehensive income and accumulated in a separate component of equity.

The principal exchange rates that have been used are as follows:

	December 31,2022		December 31,2021
Currency	Closing Rate	Av Rate Year	Closing Rate	Av Rate Year
AUD	1.5693	1.5174	1.5615	1.5747
BRL	5.6386	5.4432	6.3101	6.3813
CZK	24.1160	24.5603	24.8580	25.6468
GBP	0.8869	0.8526	0.8403	0.8600
MXN	20.8560	21.2045	23.1438	23.9903
PLN	4.6808	4.6845	4.5969	4.5640
RUB	78.9950	74.0691	85.3004	87.2321
DZD	147.1816	150.2997	158.2669	160.2390
USD	1.0666	1.0539	1.1326	1.1835

7.1.6. Intangible assets

An intangible asset is recognized on the statement of financial position when the following conditions are met: (1) the asset is identifiable, i.e. either separable (if it can be sold, transferred, licensed) or it results from contractual or legal rights; (2) it is probable that the expected future economic benefits that are attributable to the asset will flow to the Group; (3) the Group can control the resource; and (4) the cost of the asset can be measured reliably.

Intangible assets are carried at acquisition cost (including the costs directly attributable to the transaction) less any accumulated amortizations and less any accumulated impairment losses.

Within the Group, internally generated intangibles represent IT projects and product/process development projects.

Development costs that are directly attributable to the design and testing of identifiable and unique projects controlled by the Group are recognized as intangible assets when the following criteria are met:

•	it is technically feasible to complete the project so that it will be available for use
•	management intends to complete the project and use or sell it
•	there is an ability to use or sell the project
•	it can be demonstrated how the project will generate probable future economic benefits
•	adequate technical, financial and other resources to complete the development and to use or sell the project are available, and
•	the expenditure attributable to the project during its development can be reliably measured.

The Group's systems allow a reliable measure of expenses directly attributable to the different IT and product/process development projects.

Research expenditure and development expenditure that do not meet the criteria above are recognized as an expense as incurred. Development costs previously recognized as an expense are not recognized as an asset in a subsequent period.

Externally acquired software is carried at acquisition cost less any accumulated amortization and less any accumulated impairment loss.

Maintenance costs as well as the costs of minor upgrades whose objective is to maintain (rather than increase) the level of performance of the asset are expensed as incurred.

Borrowing costs that are directly attributable to the acquisition, construction and or production of a qualifying intangible asset are capitalized as part of the cost of the asset.

Intangible assets are amortized on a systematic basis over their useful life, using the straight-line method. The applicable useful lives are:

Intangible assets
Brands	20 years
IT implementation costs	5 years
Capitalized development costs	3 to 5 years
Licenses	3 to 5 years
Acquired concessions, patents, know-how, and other similar rights	5 years

Amortization commences only when the asset is available for use.

7.1.7. Property, plant and equipment

Property, plant and equipment are carried at acquisition cost less any accumulated depreciation and less any accumulated impairment loss. Acquisition cost includes any directly attributable cost of bringing the asset to working condition for its intended use. Borrowing costs that are directly attributable to the acquisition, construction and/or production of a qualifying asset are capitalized as part of the cost of the asset.

Expenditure on repair and maintenance which serve only to maintain, but not increase, the value of fixed assets is charged to the income statement. However, expenditure on major repair and major maintenance, which increases the future economic benefits that will be generated by the fixed asset, is identified as a separate element of the acquisition cost. The cost of property, plant and equipment is broken down into major components. These major components, which are replaced at regular intervals and consequently have a useful life that is different from that of the fixed asset in which they are incorporated, are depreciated over their specific useful lives. In the event of replacement, the component is replaced and removed from the statement of financial position, and the new asset is depreciated up until the next major repair or maintenance.

The depreciable amount is allocated on a systematic basis over the useful life of the asset, using the straight-line method. The depreciable amount is the acquisition cost, less residual value, if any. The applicable useful lives are:

Property, plant and equipment
Land	N/A
Land improvements and buildings	30 years
Plants, machinery and equipment	10 to 15 years
Furniture and vehicles	4 to 8 years
Other tangible assets	5 years
IT equipment	3 to 5 years

The useful life of the machines is reviewed regularly. Each time a significant upgrade is performed, such upgrade extends the useful life of the machine. The cost of the upgrade is added to the carrying amount of the machine and the new carrying amount is depreciated prospectively over the remaining estimated useful life of the machine.

7.1.8. Leases

The Group leases several properties, machinery, vehicles and IT equipment. Leases are recognized as a right-of-use asset and corresponding liability at the date of which the leased asset is available for use by the Group.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

•	fixed payments (less any lease incentives),
•	variable lease payments that are based on an index or rate,
•	the exercise price of a purchase option if the Group is reasonably certain to exercise that option, and
•	payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.

Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.

The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined, or the Group's incremental borrowing rate, i.e. the rate of interest that a lessee would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment.

The Group is exposed to potential future increases in variable lease payments based on an index or rate, which are not included in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability is reassessed and adjusted against the right-of-use asset.

Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the remaining balance of the liability. Finance expenses are recognized immediately in profit or loss, unless they are directly attributable to qualifying assets, in which case they are capitalized.

Right-of-use assets are measured at cost comprising the following:

•	the amount of the initial measurement of lease liability,
•	any lease payments made at or before the commencement date less any lease incentives received,
•	any initial direct costs, and
•	an estimate of the costs related to the dismantling and removal of the underlying asset.

If it is reasonably certain that the Group will exercise a purchase option, the asset shall be depreciated on a straight-line basis over its useful life (see note 7.1.7). In all other circumstances the asset is depreciated on a straight-line basis over the shorter of the useful life of the asset or the lease term.

For short-term leases (lease term of 12 months or less) or leases of low-value items (mainly IT equipment and small office furniture) to which the Group applies the recognition exemptions available in IFRS 16, lease payments are recognized on a straight-line basis as an expense over the lease term.

Some property leases contain variable payment terms that are linked to the use of the property (mainly warehouses). Variable lease payments that depend on the use are recognized in profit or loss in the period in which the condition that triggers those payments occurs.

7.1.9. Impairment of non-financial assets, other than goodwill

Intangible assets with indefinite useful lives and intangible assets not yet available for use are not subject to amortization, but are tested annually for impairment.

Other assets which are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use.

When an impairment loss subsequently reverses, the carrying amount of the asset (or a 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 recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

7.1.10. Inventories

Inventories are stated at the lower of cost and net realizable value. Cost is determined using the first-in, first-out (FIFO) method. The cost of finished goods and work in progress comprises the production costs, like raw materials, direct labor, and also the indirect production costs (production overheads based on normal operating capacity). Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses.

Spare parts held by the Group are classified as property, plant and equipment if they are expected to be used in more than one period and if they are specific to a single machine. If they are not expected to be used in more than one period or if they can be used on several machines, they are classified as inventory. For the spare parts classified as inventory, the Group uses write-down rules based on the economic use of these spare parts.

7.1.11. Non-current assets held for sale and discontinued operations

Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset (or disposal group) is available for immediate sale in its present condition. For a sale to be highly probable, management should be committed to a plan to sell the asset (or disposal group), an active program to locate a buyer and complete the plan should be initiated, the asset (or disposal group) should be actively marketed at a price which is reasonable in relation to its current fair value, the sale should be expected to be completed within one year from the date of classification, and actions required to complete the plan should indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

A disposal group is a group of assets to be disposed of, by sale or otherwise, together as a group in a single transaction, and liabilities directly associated with those assets that will be transferred in the transaction. The group includes goodwill acquired in a business combination if the group is a cash-generating unit to which goodwill has been allocated, or if it is an operation within such a cash-generating unit.

When the Group is committed to a sale plan involving loss of control of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale when the criteria described above are met, regardless of whether the Group will retain a non-controlling interest in its former subsidiary after the sale.

Non-current assets (and disposal groups) classified as held for sale are measured at the lower of their previous carrying amount and fair value less costs to sell. Any excess of the carrying amount over the fair value less costs to sell is recognized as an impairment loss. Depreciation of such assets is discontinued as from their classification as held for sale. Prior period consolidated statements of financial position are not restated to reflect the new classification of a non-current asset (or disposal group) as held for sale.

A discontinued operation is a component of the Group which the Group has disposed of or which is classified as held for sale, and which:

•	represents a separate major line of business or geographical area of operations;
•	is part of a single coordinated plan to dispose of a separate major line of business or geographical area of operations; or
•	is a subsidiary acquired exclusively with a view to resale.

7.1.12. Revenue recognition

Ontex Group's core activity is the sale of goods with as only performance obligation the delivery of goods. As such, the Group recognizes revenue at a point in time when control of the goods is transferred to the customer, generally on delivery of the goods. The Group sells its products to its customers directly, through distributors or agents. This can result in a different moment to recognize revenue. Following delivery to distributors, the distributor has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility when selling the goods and bears the risks of obsolescence and loss in relation to the goods.

Next to the sale of goods, distinct services - mainly customer training or customer assistance services - are rendered predominantly over the period that the corresponding goods are sold to the customer. Transportation (shipping) is not be considered as a separate performance obligation as control over the goods is only transferred to the customer after the shipment.

Payment terms can differ depending on the customer, based on the credit risk and prior payment behavior of the customer. In addition, the geographical location of the company and the customer have an effect on the payment terms. There are no significant financing components in the transaction prices and the considerations are paid in cash.

Customer contracts include trade discounts or volume rebates, which are granted to the customer if the delivered quantities exceed a certain threshold. In these cases, the transaction price includes a variable consideration. The effect of the variable consideration on the transaction price is taken into account in revenue recognition by estimating the probability of the realization of the discount or rebate for each contract. Furthermore, the estimated variable consideration is included in the transaction price only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved (constraining the variable consideration). Furthermore, the Group considers all payments made to customers and whether these are related to the revenue generated from the customer.

A receivable is recognized when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

7.1.13. Financial assets

The Group classifies its financial assets in the following categories: financial assets at fair value and financial assets at amortized cost. The classification depends on the entity's business model for managing the financial assets and the contractual terms of the cash flows. Management determines the classification of its financial assets at initial recognition.

Regular purchases and sales of financial assets are recognized on the trade date - the date on which the Group commits to purchase or sell an asset.

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

Financial assets (such as loans, trade and other receivables, cash and cash equivalents) are subsequently measured at amortized cost using the effective interest method, less any impairment if they are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest.

The effective interest method is a method of calculating the amortized cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.

Trade and other receivables after and within one year are recognized initially at fair value and subsequently measured at amortized cost, i.e. at the net present value of the receivable amount, using the effective interest rate method, less allowances for impairment.

The Group assesses on a forward-looking basis the expected credit losses associated with its financial assets carried at amortized cost. For trade receivables, the Group applies the simplified approach permitted by IFRS 9 Financial Instruments, which requires expected lifetime losses to be recognized from initial recognition of the receivables.

The amount of the allowance is deducted from the carrying amount of the asset and is recognized in the income statement within 'Sales and marketing expenses'.

Trade receivables are no longer recognized when (1) the rights to receive cash flows from the trade receivables have expired, (2) the Group has transferred substantially all risks and rewards related to the receivables.

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognizes its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.

On derecognition of a financial asset in its entirety, the difference between the asset's carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss.

On derecognition of a financial asset other than in its entirety (e.g. when the Group retains an option to repurchase part of a transferred asset), the Group allocates the previous carrying amount of the financial asset between the part it continues to recognize under continuing involvement, and the part it no longer recognizes on the basis of the relative fair values of those parts on the date of the transfer. The difference between the carrying amount allocated to the part that is no longer recognized and the sum of the consideration received for the part no longer recognized and any cumulative gain or loss allocated to it that had been recognized in other comprehensive income is recognized in profit or loss. A cumulative gain or loss that had been recognized in other comprehensive income is allocated between the part that continues to be recognized and the part that is no longer recognized on the basis of the relative fair values of those parts.

7.1.14. Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less. Bank overdrafts are shown within borrowings in current liabilities on the statement of financial position.

7.1.15. Share capital

Ordinary shares are classified as equity. Where any Group company purchases the company's equity share capital (treasury shares), the consideration paid is deducted from equity attributable to owners of the company until the shares are cancelled or reissued. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.

Financial instruments are either classified as financial liabilities or equity. The financial instrument is included in equity if, and only if, the instrument does not include a contractual obligation to deliver cash or another financial asset or to exchange financial assets or liabilities under conditions that are potentially unfavorable to the Group, and if the instrument will or may be settled in a fixed number of the Group's own equity instruments.

7.1.16. Government grants

Grants from governments are recognized at their fair value where there is a reasonable assurance that the grant will be received and the Group will comply with all attached conditions.

Government grants relating to property, plant and equipment are deducted from the acquisition cost of the assets to which they relate and are credited to the income statement on a straight-line basis over the expected lives of the related assets.

7.1.17. Employee benefits

Short-term employee benefits

Short-term employee benefits are recorded as an expense in the income statement in the period in which the services have been rendered. Any unpaid compensation is included in 'Employee benefit liabilities' in the statement of financial position.

Post-employment benefits

Group companies operate various pension schemes. Most of the schemes are unfunded. Some schemes are funded through payments to insurance companies or pension funds, determined by periodic actuarial calculations. The Group has both defined benefit and defined contribution plans. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. A defined benefit plan is a pension plan that is not a defined contribution plan. Typically, defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation.

The liability recognized in the statement of financial position in respect of defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension obligation. In countries where there is no deep market in such bonds, the market rates on government bonds are used.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income in the period in which they arise.

Past-service costs are recognized immediately in income. The net interest cost relating to the defined benefit plans is recognized within financial expenses.

For defined contribution plans, the Group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognized as employee benefit expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.

Long-term employee benefits

Unfunded obligations arising from long-term benefits are provided for using the projected unit credit method.

Termination benefits

Early termination obligations are recognized as a liability when the Group is 'demonstrably committed' to terminating the employment before the normal retirement date. The Group is 'demonstrably committed' when, and only when, it has a detailed formal plan for the early termination without realistic possibility of withdrawal. Where such benefits are long term, they are discounted using the same rate as above for defined benefit obligations.

7.1.18. Share-based payments

The Group operates an equity settled share-based compensation plan, consisting of stock options (hereafter 'options'), restricted stock units ('RSU') and performance stock units ('PSU'). For grants of options, RSU's and PSU's, the fair value of the employee services received is measured by reference to the fair value of the shares or options granted on the date of the grant. The Group recognizes the fair value of the services received in exchange for the grant of the options as an expense and a corresponding increase in equity on a straight-line basis over the vesting period. The fair value of the options granted is determined using option pricing models, which take into account the exercise price of the option, the share price at date of grant of the option, the risk-free interest rate, the expected volatility of the share price over the life of the option and other relevant factors. Vesting conditions included in the terms of the grant are not taken into account in estimating fair value except where those terms relate to market conditions. Non-market vesting conditions are considered by adjusting the number of shares or options included in the measurement of the cost of employee services so that ultimately the amount recognized in the income statement reflects the number of vested shares or options.

At each statement of financial position date, the entity revises its estimates of the number of instruments that are expected to become exercisable and recognizes the impact of revision of original estimates, if any, in the income statement and a corresponding adjustment to equity over the remaining vesting period.

When the instruments are exercised, the proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium.

The social security contributions payable in connection with the grant of the instruments is considered an integral part of the grant itself, and the charge will be treated as a cash-settled transaction.

7.1.19. Provisions

Provisions are recognized when (1) the Group has a present legal or constructive obligation as a result of past events; (2) it is probable that an outflow of resources will be required to settle the obligation; and (3) the amount has been reliably estimated. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognized as finance cost.

If the Group has an onerous contract, it will be recognized as a provision. Restructuring provisions comprise lease termination penalties and employee termination payments. Provisions are not recognized for future operating losses.

A provision for restructuring is only recorded if the Group demonstrates a constructive obligation to restructure at the statement of financial position date. The constructive obligation should be demonstrated by: (a) a detailed formal plan identifying the main features of the restructuring; and (b) raising a valid expectation to those affected that it will carry out the restructuring by starting to implement the plan or by announcing its main features to those affected.

7.1.20. Income taxes

Income tax expense represents the sum of the tax currently payable and deferred tax.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Group's subsidiaries operate and generate taxable income. In line with paragraph 46 of IAS 12 Income taxes, management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities. This evaluation is made for tax periods open for audit by the competent authorities.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements.

However, the deferred tax is not recognized for:

•	the initial recognition of goodwill; and
•	the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss.

Deferred tax is recognized on temporary differences arising on investments in subsidiaries and associates, except for deferred income tax liabilities where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax liabilities are generally recognized for taxable temporary differences.

Deferred tax assets are generally recognized for tax losses and tax attributes to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 taxes are calculated at the level of each fiscal entity in the Group. The Group is able to offset deferred tax assets and liabilities only if the deferred tax balances relate to income taxes levied by the same taxation authority.

7.1.21. Financial liabilities

Financial liabilities (including borrowings and trade and other payables) are classified as at amortized cost, except for derivative instruments (see 7.1.22 below).

Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the income statement over the period of the borrowings using the effective interest method. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the end of the reporting period.

The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.

When a financial liability measured at amortized cost is modified without this resulting in derecognition, a gain or loss is recognized in profit or loss. The gain or loss is calculated as the difference between the original contractual cash flows and the modified cash flows discounted at the original effective interest rate.

Financial assets and liabilities are offset and the net amount is reported in the statement of financial position when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

7.1.22. Derivative financial instruments

The Group enters into a variety of derivative financial instruments to manage its exposure to interest rate, foreign exchange rate and commodity price risks and equity price risks associated with share-based payments, including foreign exchange forward contracts, commodity hedging contracts and interest rate CAP's and SWAP's.

Derivatives are accounted for in accordance with IFRS 9. Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently re-measured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

The fair values of various derivative instruments are disclosed in note 7.5 'Financial Instruments and Financial Risk Management'. The full fair value of a derivative is classified as a non-current asset or liability when the remaining maturity of the hedged item is more than 12 months and as a current asset or liability when the remaining maturity of the hedged item is less than 12 months.

If no hedge accounting is applied, the Group recognizes all gains or losses resulting from changes in fair value of derivatives in the consolidated income statement within Other operating income/expense to the extent that they relate to operating activities and within Net finance cost to the extent that they relate to the financing activities of the Group (e.g. interest rate swaps relating to the floating rate borrowings).

7.1.23. Hedge accounting

The Group designates certain hedging instruments, which include derivatives in respect of foreign currency risk and commodities, as cash flow hedges. Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges.

At the inception of the hedge relationship, the entity documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing basis, the Group documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk.

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income and accumulated under the heading of cash flow hedging reserve. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss and is included in the 'other operating income/(expense)' line item.

Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item is recognized in profit or loss, in the same line of the consolidated income statement as the recognized hedged item. However, when the hedged forecast transaction results in the recognition of a non-financial asset or a non-financial liability, the gains and losses previously recognized in other comprehensive income and accumulated in equity are transferred from equity and included in the initial measurement of the cost of the non-financial asset or non-financial liability.

Hedge accounting is discontinued when the Group revokes the hedging relationship, when the hedging instrument expires or is sold, terminated, or exercised, or when it no longer qualifies for hedge accounting. Any gain or loss recognized in other comprehensive income and accumulated in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in profit or loss. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in profit or loss.

7.1.24. Operating segments

The Group's activities are in one segment. There are no other significant classes of business, either singularly or in aggregate. The chief operating decision maker, the Board of Directors, reviews the operating results (defined as EBITDA) and operating plans, and make resource allocation decisions on a company-wide basis; therefore, the Group operates as one segment.

7.1.25. Statement of cash flows

The cash flows of the Group are presented using the indirect method. This method reconciles the movement in cash for the reporting period by adjusting net profit of the year for any non-cash items and changes in working capital, and identifying investing and financing cash flows for the reporting period.

7.2. ALTERNATIVE PERFORMANCE MEASURES

Alternative performance measures (non-GAAP) are used in the financial communication of the Group since management believes that they are widely used by certain investors, securities analysts and other interested parties as supplemental measure of performance and liquidity. The alternative performance measures may not be comparable to similarly titled measures of other companies and have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our operating results, our performance or our liquidity under IFRS.

7.2.1. EBITDAadjustments

Income and expenses classified under the heading "EBITDA adjustments" are those items that are considered by management not to relate to transactions, projects and adjustments to the value of assets and liabilities taking place in the ordinary course of activities of the Company. EBITDA adjustments are presented separately, due to their size or nature, so as to allow users of the consolidated financial statements of the Company to get a better understanding of the normalized performance of the Company. EBITDA adjustments relate to:

•	acquisition-related expenses;
•	changes to the measurement of contingent considerations in the context of business combinations;
•	changes to the Group structure, business restructuring costs, including costs related to the liquidation of subsidiaries and the closure, opening or relocations of factories;
•	impairment of assets and major litigations.

EBITDA adjustments of the Group for the years ended December 31 are composed of the following items presented in the consolidated income statement and can be reconciled in note 7.24:

•	income/(expenses) related to changes to Group structure; and
•	income/(expenses) related to impairments and major litigations.

7.2.2. EBITDAand Adjusted EBITDA

EBITDA is defined as earnings before net finance cost, income taxes, depreciations and amortizations. Adjusted EBITDA is defined as EBITDA excluding EBITDA adjustments.

EBITDA and Adjusted EBITDA reconciliation of the Group for the years ended December 31 are as follows:

	Full Year			Full Year
	2022			2021
in € million	Continued Operations	Discontinued Operations	Total Group	Continued Operations	Discontinued Operations	Total Group
Revenue	1,672.2	792.3	2,464.5	1,408.7	617.7	2,026.4
Operating profit/(loss)	(69.4)	(90.9)	(160.3)	30.9	(31.1)	(0.2)
Depreciation and amortization	(70.4)	-	(70.4)	(65.7)	(22.0)	(87.7)
EBITDA	1.0	(90.9)	(89.9)	96.6	(9.1)	87.5
EBITDA adjustments	103.0	122.6	225.6	59.7	25.1	84.7
Adjusted EBITDA	104.0	31.7	135.7	156.3	15.9	172.2
Adjusted EBITDA margin	6.2%	4.0%	5.5%	11.1%	2.6%	8.5%

7.8.3. Net financial debt/LTM Adjusted EBITDAratio (Leverage)

Net financial debt is calculated by adding short-term and long-term debt and deducting cash and cash equivalents. LTM adjusted EBITDA is defined as EBITDA excluding EBITDA adjustments for the last twelve months (LTM). For the years ending December 31, the LTM adjusted EBITDA corresponds with the adjusted EBITDA of the year.

Net financial debt/LTM Adjusted EBITDA ratio of the Group for the years ended December 31 are as follows:

	December 31, 2022			December 31, 2021
in € million	Continued Operations	Discontinued Operations	Total Group	Total Group
Non-current interest-bearing debts	891.7	16.8	908.5	885.2
Current interest-bearing debts	145.4	22.2	167.6	87.0
Cash and cash equivalents	(149.1)	(59.7)	(208.7)	(246.7)
Net Financial Debt	888.1	(20.7)	867.4	725.5
LTM adjusted EBITDA	104.0	31.7	135.7	172.2
Leverage ratio			6.4	4.2

7.2.4. Free Cash Flow

Free Cash flow is defined as net cash generated from operating activities (as presented in the consolidated cash flow statement, i.e. including income taxes paid) less capital expenditures (Capex, defined as purchases of property, plant and equipment and intangible assets), less repayment of lease liabilities and including cash (used in)/from disposal.

Free Cash Flow of the Group for the years ended December 31 is as follows:

	Full Year
in € million	2022	2021 ^*
Operating profit/(loss)	(69.4)	30.9
Depreciation and amortization	70.4	65.7
EBITDA	1.0	96.6
EBITDA from discontinued Operations	(90.9)	(9.1)
Non-cash items and items relating to investing and financing activities	182.8	54.0
Change in working capital
Inventories	(11.3)	(39.2)
Trade and other receivables and prepaid expenses	(46.9)	(1.4)
Trade and other payables and accrued expenses	12.6	56.4
Employee benefit liabilities	5.8	(6.4)
Cash from operating activities before taxes	53.2	150.9
Income taxes paid	(24.9)	(20.6)
Net cash generated from operating activities	28.3	130.3
Capex	(62.4)	(56.5)
Cash (used in)/from on disposal	4.6	1.9
Repayment of lease liabilities	(25.0)	(22.7)
Free Cash Flow	(54.4)	52.9

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations

7.2.5. Adjusted Basic Earnings and Adjusted Basic Earnings per Share

Adjusted Basic Earnings (or Adjusted Profit) are defined as profit for the period plus EBITDA adjustments and tax effect on EBITDA adjustments, attributable to the owners of the parent. Adjusted Basic Earnings per share are defined as Adjusted Basic Earnings divided by the weighted average number of ordinary shares.

Adjusted Basic Earnings per Share for the years ended December 31 are presented in note 7.16 'Earnings per share'.

7.2.6. Working Capital

The components of our working capital are inventories, trade receivables and prepaid expenses and other receivables plus trade payables and accrued expenses and other payables.

in € million	December 31, 2022	December 31, 2021
Inventories	264.3	358.7
Trade receivables	191.8	269.8
Prepaid expenses and other receivables	36.8	69.2
Non-current receivables	0.3	3.5
Trade payables	(405.3)	(532.6)
Accrued expenses and other payables	(22.6)	(39.0)
Total Net Working Capital	65.4	129.6

7.2.7. Alternative Performance Measures included in the Press releases and other Regulated information

Like-for-Like (LFL) revenue

Like-for-like revenue is defined as revenue at constant currency excluding change in scope of consolidation or a change due to M&A.

	2021			2022 LFL
in € million	Continued Operations	Discontinued Operations	Total Group	Continued Operations	Discontinued Operations	Total Group
Revenue	1,408.7	617.7	2,026.4	1,622.7	748.9	2,371.6

	Forex			2022
in € million	Continued Operations	Discontinued Operations	Total Group	Continued Operations	Discontinued Operations	Total Group
Revenue	49.5	43.4	92.9	1,672.2	792.3	2,464.5

Adjusted EBITDAmargin

Adjusted EBITDA margin is adjusted EBITDA divided by revenue.

7.3. CAPITAL MANAGEMENT

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide benefits for shareholders.

The Group monitors capital on the basis of the net financial debt position and its leverage. The Group's net financial debt position is calculated by adding all short and long-term interest-bearing debts and by deducting the available short-term liquidity.

The leverage is computed as the net financial debt divided by the LTM adjusted EBITDA (i.e. EBITDA plus EBITDA adjustments for the last twelve months (LTM)).

The net financial debt and leverage of the Group for the years ended December 31 are as follows:

in € million	December 31, 2022	December 31, 2021
Non-current interest-bearing debts	908.5	885.2
Current interest-bearing debts	167.6	87.0
Cash and cash equivalents	(208.7)	(246.7)
Net Financial Debt	867.4	725.5
LTM Adjusted EBITDA	135.7	172.2
Net Financial Debt/LTM Adjusted EBITDA ratio	6.4	4.2

During 2022, the debt covenants related to the available credit facilities have been renegotiated and replaced by a liquidity covenant, which is further disclosed in note 7.4.

7.4. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

The amounts presented in the consolidated financial statements involve the use of estimates and assumptions about the future. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The actual amounts may differ from these estimates. The estimates and assumptions that could have an impact on the consolidated financial statements are discussed below.

7.4.1. Liquidity situation

The consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities during the normal course of business.

The €220.0 million term loan and the €250.0 million revolving credit facility, of which €115.0 million was utilized on December 31, 2022, are subject to debt covenants. For the full year 2022, these debt covenants have been renegotiated and replaced by a liquidity covenant which the Group complied with. For 2023, the liquidity covenant to be met on March 31 is defined as cash and cash equivalents plus the non-used portion of the revolving credit facility to exceed €200.0 million. The leverage covenants to be met at June 30, 2023 and December 31, 2023 are defined as the ratio of net financial debt over the last-twelve-months adjusted EBITDA not to exceed 4.75 and 3.75 respectively.

Management has prepared detailed budgets and cash flow forecasts, which reflect the strategy of the Group. While there may be limited headroom on reaching the covenants, the Company is confident that it will meet them, reassured by the business performance so far in 2023, and the progress made in the divestment of the Mexican assets. The closing is expected in the second quarter and the proceeds will be used to pay back the €220.0 million term loan. Moreover, the Group is currently in discussions with the banks to discuss the revolving credit facility extension, currently maturing mid-2024, and will address conditions that meet the financing needs of the company.

7.4.2. Income taxes

The Group has tax losses and other tax incentives usable to offset future taxable profits, mainly in Belgium, France and Spain amounting to €544.5 million at December 31, 2022 (€628.0 million at December 31, 2021).

The European Commission challenged Belgium's excess profit ruling (EPR) system, characterizing this system as illegal state aid. Ontex, through its Belgian subsidiary Ontex BV, had an EPR covering the years 2011-2015. Ontex has lodged an appeal against this EC decision. The General Court has handed down its judgment on February 14, 2019 in the joint case of Belgium vs Commission and Magnetrol International vs Commission. The General Court annulled the Commission's Decision for the reason that the Commission erroneously considered that the excess profit exemption system constituted an aid scheme. The European Commission has appealed the decision of the General Court to the European Court of Justice and in September 2021 the Court decided that the proceedings regarding the EPR decision must be re-opened before the EU General Court. We await the outcome.

Furthermore, the European Commission opened individual investigations in September 2019 into each of the individual EPRs including that of Ontex, as it believes that each EPR grants illegal state aid, even if the EPR system does not constitute an aid "scheme". The formal investigation into the Ontex EPR continues and it is unclear when a final decision can be expected. Ontex will have the right to appeal against any decision that concludes the Ontex EPR grants illegal state aid. Any such appeal will take some time to be heard.

Ontex had fully taken into account the impact of the Commission's position that the EPR system is illegal state aid being successful, and the Commission concluding that the Ontex EPR grants illegal state aid in its tax position. Since the outcome of both challenges is not yet final, Ontex will not release the relevant provisions at this stage.

The Group has only recognized deferred tax assets on €20.6 million of tax losses and other tax incentives out of the €544.5 million mentioned above. The measurement of these deferred tax assets depends on a number of judgmental assumptions regarding the future probable taxable profits of different Group subsidiaries in different jurisdictions. These estimates are made prudently to the extent of the best current knowledge.

The Group applies significant judgement in identifying uncertainties over income tax treatments. Since the Group operates in a complex multinational environment, it assesses whether certain uncertain tax provisions should be recognized in its consolidated financial statements (based on the requirements of IFRIC 23).

7.4.3. Business combinations

For business combinations, the Group must make assumptions and estimates to determine the purchase price allocation of the business being acquired. To do so, the Group must determine the acquisition-date fair value of the identifiable assets acquired and liabilities assumed. These assumptions and estimates have an impact on the asset and liability amounts recorded in the Consolidated Statement of Financial Position on the acquisition date. In addition, the estimated useful lives of the acquired property, plant and equipment, the identification of other intangible assets and the determination of the indefinite or finite useful lives of other intangible assets acquired requires significant judgments and will have an impact on the Group's profit or loss.

7.4.4. Impairment

The Group tests annually whether goodwill has suffered any impairment in accordance with the accounting policy stated in note 7.1.4 "Goodwill". The outcome of these goodwill impairment tests in 2022 resulted in an impairment loss for the CGU "Russia".

The impairment recognized on the CGU "Russia" was entirely allocated to the goodwill (€84.1 million). For more detailed information, see note 7.9.

The Group identifies the following cash-generating units:

•	Europe
•	Russia
•	North America
•	As part of Assets held for sale (Central America, MEAA and South America. For more information, see note 7.4.9 and 7.8

The recoverable amounts of cash-generating units ('CGUs') have been determined based on value-in-use calculations. These calculations require the use of estimates and assumptions, including macroeconomic conditions, demand and competition in the markets where we operate, product offerings, product mix and pricing, raw materials availability and cost, direct and indirect expenses, operating margins, growth rates, capital expenditure and working capital, etc. as reflected in Ontex' financial budgets and strategic plans, as well as discount rates. The Group did consider climate-related matters, yet these did not have a material impact on the goodwill impairment exercise, as explained in the Non-Financial Statements. For more details on the impairment test performed, we refer to note 7.9 'Goodwill and intangible assets'. The discount rates used are summarized here below:

in %	Full Year
	2022	2021
Pre-tax discount rate
Europe	9.6%	6.8%
Russia	18.8%	N/A
North & Central America	N/A	7.5%
North America	9.1%	N/A
Middle East, Africa & Asia	N/A	12.8%
South America	N/A	16.4%

As a result of the impairment recognized on the CGU "Russia", no goodwill is allocated anymore to this CGU.

A sensitivity analysis indicates that the recoverable amount of Europe and North America would be equal to their carrying amount if the pre-tax discount rates of the CGUs were 11.8% and 20.8%, respectively and all other variables kept constant.

As indicated in note 7.9, cash flows beyond the four-year period are extrapolated using an estimated growth rate of 2.0% for both Europe and North America. These same percentages are used as perpetual growth rates. The growth rates have been determined by management but do not exceed the current market expectations in which the two CGUs are currently operating. Should the long growth rate for any of the CGUs decrease by 40.0%, no impairment would need to be recognized.

Should the estimated operating margins decrease by 20.0%, no impairment would be recognized.

Future cash flows are estimates that are likely to be revised in future periods as underlying assumptions change. Key assumptions in supporting the value of goodwill include long-term interest rates and other market data. Should the assumptions vary adversely in the future, the value in use of goodwill may reduce below their carrying amounts. Based on current valuations, headroom appears to be sufficient to absorb a normal variation in the underlying assumptions.

7.4.5. Expected useful lives

The expected useful lives of the property, plant and equipment and intangible assets must be estimated. The determination of the useful lives of the assets is based on management's judgment and it is reviewed at least at each financial year-end, pursuant to IAS 16 and IAS 38.

7.4.6. Fair value of derivatives and other financial instruments

The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by using valuation techniques. The Group uses its judgment to select a variety of methods and make assumptions that are mainly based on market conditions existing at the end of each reporting period. All derivative financial instruments are, in accordance with IFRS 7, level 2. This means valuation methods are used for which all inputs that have a significant effect on the recorded fair value are observable in the market, either directly or indirectly.

7.4.7. Employee benefits

The carrying amount of the Group's employee benefit obligations is determined on an actuarial basis using certain assumptions. One particularly sensitive assumption used for determining the net cost of the benefits granted is the discount rate. Any change to this assumption will affect the carrying amount of those obligations.

The discount rate depends on the duration of the benefit, i.e. the average duration of the engagements, weighted with the present value of the costs linked to those engagements. According to IAS 19, the discount rate should correspond to the rate of high-quality corporate bonds of similar term to the benefits valued and in the same currency.

7.4.8. Revenue recognition

For the accrual for volume discounts (to customers and from suppliers) some judgements are made on the impact of commercial decisions that will influence the final discount to be received or to be granted.

7.4.9. Discontinued operations and disposal group held for sale

Following its strategic review announced end of 2021 and formalized beginning of 2022, the Group announced it will pursue divestment opportunities for the activities located in the "Emerging Markets".

"Emerging Markets" are primarily driven by own brands and essentially groups the Central and South American activities, as well as those in the Middle East and Africa. As such, these operations have been classified as a disposal group held for sale and presented separately in the statement of financial position.

Non-current assets (and disposal groups) classified as held for sale are measured at the lower of their previous carrying amount and fair value less costs to sell. Any excess of the carrying amount over the fair value less costs to sell is recognized as an impairment loss. On December 31, 2022, the discontinued CGUs (Assets held for Sale) are carried at their estimated fair value less cost to sell. Depreciation of such assets is discontinued as from their classification as held for sale. Prior period consolidated statements of financial position are not restated to reflect the new classification of a non-current asset (or disposal group) as held for sale.

7.4.10. Operations in Russia

The Group is following closely the developments in the conflict between Russia and Ukraine as this disrupts Ontex's ability to operate in these regions. Ontex's first focus is the safety of its employees, and the Group is providing the necessary support. Ontex has sales and marketing offices in Russia and Ukraine and a manufacturing plant in Noginsk, near Moscow.

In 2022, the Group generated approximately €157.2 million revenue in Russia. The fixed assets held in Russia represent approximately €27.8 million consolidated fixed assets, including mainly machinery and right-of-use assets (leased manufacturing facilities). The manufacturing and commercial operations are ongoing as the Russian Ontex operation provides essential care products, but these are significantly dependent from the supply of the necessary raw materials and resources to the local manufacturing facility.

From the start of the invasion of Ukraine by Russia, Ontex has defined tight conditions to its continued operation in Russia including an investment stop as well as a stop on exports from Russia and the adaptation to the evolving economic sanctions and supply disruptions. We have evolved our operating model to ensure compliance with the evolving applicable regulations on economic sanctions. This has led to the progressive autonomation of most local activities in Russia within a framework defined by the Group, allowing to remain compliant to Ontex's standards on quality, safety as well as financial controls, reporting and objectives.

As the continuity of operations and the associated financial transactions remains with some uncertainties given the evolution of sanctions, the Group has decided to separate and then impair a portion of goodwill allocated to its Russian business for an amount of €84.1 million (see note 7.9.).

7.5. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT

7.5.1. Overview of financial instruments

The table below summarizes all financial instruments by category in accordance with IFRS 9 and discloses the fair values of each instrument and the fair value hierarchy:

	December 31, 2022
in € million	Designated in hedge relationship	At amortized cost	Fair value	Fair value level
Non-current receivables		0.3	0.3	Level 2
Trade receivables		191.8	191.8	Level 2
Other receivables		36.8	36.8	Level 2
Derivative financial assets	12.1		12.1
Interest rate swap	7.7		7.7	Level 2
Forward foreign exchange contracts	4.4		4.4	Level 2
Cash and cash equivalents		149.1	149.1	Level 2
Assets classified as held for sale		661.7	661.7	Level 3
Total Financial Assets	12.1	1,039.7	1,051.8
Interest-bearing debts - non-current		891.7	815.6
Senior Notes		573.8	495.0	Level 1
Syndicated Term Loan A > 1 year		217.3	220.0	Level 2
Lease & other liabilities		100.6	100.6	Level 2
Derivative financial liabilities	15.0		15.0
Forward foreign exchange contracts	13.8		13.8	Level 2
Commodity hedging contracts	1.2		1.2	Level 2
Other payables - non-current		0.4	0.4	Level 2
Interest-bearing debts - current		145.4	145.4
Syndicated Term Loan A < 1 year		115.0	115.0	Level 2
Accrued interests - Other		10.4	10.4	Level 2
Lease & other liabilities		20.0	20.0	Level 2
Trade payables		405.3	405.3	Level 2
Other payables - current		22.6	22.6	Level 2
Liabilities related to assets classified as held for sale		249.6	249.6	Level 3
Total Financial Liabilities	15.0	1,714.9	1,653.8

	December 31, 2021
in € million	Designated in hedge relationship	At amortized cost	Fair value	Fair value level
Non-current receivables		3.5	3.5	Level 2
Trade receivables		269.8	269.8	Level 2
Other receivables		69.2	69.2	Level 2
Derivative financial assets	5.3		5.3
Forward foreign exchange contracts	4.1		4.1	Level 2
Commodity hedging contracts	1.2		1.2	Level 2
Cash and cash equivalents		246.7	246.7	Level 2
Total Financial Assets	5.3	589.3	594.6
Interest-bearing debts - non-current		885.2	870.9
Senior Notes		572.1	554.2	Level 1
Syndicated Term Loan A > 1 year		216.3	220.0	Level 2
Lease & other liabilities		96.7	96.7	Level 2
Derivative financial liabilities	4.1		4.1
Interest rate swap	1.8		1.8	Level 2
Forward foreign exchange contracts	2.3		2.3	Level 2
Other payables - non-current		0.2	0.2	Level 2
Interest-bearing debts - current		87.0	87.0
Accrued interests - Other		10.4	10.4	Level 2
Total return swap		31.2	31.2	Level 2
Lease & other liabilities		45.4	45.4	Level 2
Trade payables		532.6	532.6	Level 2
Other payables - current		39.0	39.0	Level 2
Total Financial Liabilities	4.1	1,544.0	1,533.8

In the context of the Group's financial risk management, the Group uses derivative instruments to cover specific risks, such as foreign currency exposure, interest rate exposure and commodity price exposure. The following table presents an overview of the derivative instruments outstanding at reporting date:

	Fair value		Nominal amounts
in € million	December 31,2022	December 31,2021	December 31,2022	December 31,2021
Derivative financial assets	12.1	5.3	325.0	165.5
Interest rate swap	7.7	0.0	150.0	0.0
Cross-Currency Interest rate swap	0.0	0.0	0.0	4.0
Forward foreign exchange contracts	4.4	4.1	175.0	145.2
Commodity hedging contracts	0.0	1.2	0.0	16.3
Derivative financial liabilities	15.0	4.1	375.8	283.5
Interest rate swap	0.0	1.8	0.0	150.0
Forward foreign exchange contracts	13.8	2.3	368.8	133.5
Commodity hedging contracts	1.2	0.0	7.0	0.0

The derivative instruments presented in the tables above are all designated in a cash flow hedge relationship (see below in notes 7.5.3 to 7.5.5). The impact on OCI of the different derivates is as follows:

	OCI
in € million	December 31, 2021	Amounts recognised in 2022	Amounts derecognised (Recycled to P&L) in 2022	Total Movement 2022	December 31, 2022
Forward foreign exchange contracts	1.0	(10.7)	0.4	(10.3)	(9.3)
Commodity hedging contracts	1.2	-	(2.3)	(2.3)	(1.1)
Interest rate swap	(1.8)	9.0	0.4	9.4	7.6

The fair value of a derivative is classified as a non-current asset or liability if the remaining maturity of the hedged item is exceeding 12 months and, as a current asset or liability, if the maturity of the hedged item is less than 12 months.

The fair value of the derivatives is based on level 2 inputs as defined under IFRS 7.27, meaning inputs that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

The above table provides an analysis of financial instruments grouped into Levels 1 to 3 based on the degree to which the fair value (recognized on the statement of financial position or disclosed in the notes) is observable:

•	Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.
•	Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
•	Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The fair values of financial assets and financial liabilities are based on mathematical models that use market observable data and are determined as follows:

•	The fair values of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices (includes listed redeemable notes).
•	The fair values of derivative instruments are calculated using quoted prices. Where such prices are not available, a discounted cash flow analysis is performed using the applicable yield curve for the duration of the instruments for non-optional derivatives, and option pricing models for optional derivatives. Foreign currency forward contracts are measured using quoted forward exchange rates and yield curves derived from quoted interest rates matching maturities of the contracts. Interest rate swaps are measured at the present value of future cash flows estimated and discounted based on the applicable yield curves derived from quoted interest rates.
•	The fair values of other financial assets and financial liabilities (excluding those described above) are determined in accordance with generally accepted pricing models based on discounted cash flow analysis.
•	Level 3 liabilities: the amount has been determined based on contractual agreements.

The Group has derivative financial instruments which are subject to offsetting, enforceable master netting arrangements and similar agreements. No offsetting needed to be done per December 31, 2022 (nor 2021).

The counterparties of the outstanding derivative instruments have an A-credit rating.

7.5.2. Financial risk factors

The Group's activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk and commodity price risk), credit risk and liquidity risk.

There have been no changes in the risk management department since last year-end or in any risk management policies.

7.5.3. Foreign exchange risk

The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the British pound (GBP), the Polish zloty (PLN), the Australian dollar (AUD) and Russian ruble (RUB) in relation to sales, and the US dollar (USD) and the Czech koruna (CZK) in relation to procurement. Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities. The Group also has exposures to the Russian ruble (RUB), Czech koruna (CZK) and Australian dollar (AUD) due to their net investments in foreign operations. For the year ended December 31, 2022, only continuing operations are enclosed.

The carrying amounts of the Group's main foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:

	Assets		Liabilities
in € million	December 31, 2022	December 31, 2021	December 31, 2022	December 31, 2021
EUR	1,879.9	1,775.9	2,765.6	2,566.0
USD	132.7	165.9	154.3	212.5
PLN	85.7	100.9	49.7	61.5
GBP	67.0	98.3	42.6	53.6
RUB	30.9	27.1	4.8	4.4
CZK	27.0	28.4	20.9	18.6
AUD	25.4	38.0	17.2	17.4
BRL	0.0	48.7	0.0	43.8
MXN	0.0	51.2	14.0	47.0
DZD	0.0	21.6	0.0	0.3

The Group monitors its foreign exchange exposure closely and will enter into hedging transactions if deemed appropriate to minimize exposure throughout the Group to foreign exchange fluctuations. All hedging decisions are subject to approval of the Board of Directors. The strategy regarding FX hedges was maintained.

To manage their foreign exchange risk arising from future commercial transactions, recognized assets and liabilities, the Group uses forward exchange contracts. Foreign exchange risk arises when future commercial transactions, recognized assets and liabilities are denominated in a currency that is not the entity's functional currency. The Group treasury is responsible for optimizing the net position in each foreign currency when possible and appropriate. The Group applies hedge accounting for the hedge related transactions, the impact of the revaluation is recognized in other comprehensive income.

The Group has entered into foreign exchange forward contracts in 2022 maturing at the latest in March 2024 in order to limit volatility in the business resulting from exposures to sales in British pound, Polish zloty, Australian dollar as well as purchases in US dollar and Czech crown during 2023. Based on the hedge strategy, the foreign exchange forward contracts hedge the following forecasted exposures until December 31, 2023: for British pound (GBP) 76.0 million, for Polish zloty (PLN) 310.2 million, for Australian dollar (AUD) 23.1 million, for Czech crown (CZK) 870.2 million, for US dollar (USD) 73.1 million versus EUR and US dollar (USD) 18.2 million versus Czech crown (CZK).

The terms of the foreign currency forward contracts have been negotiated to match the terms of the highly probable forecast transactions. The Group applies hedge accounting to the foreign currency forward contracts.

The changes in the fair value of these hedging instruments, designated as effective instruments in a cash flow hedge, are recognized in OCI until the moment the transaction occurs. At the moment the transaction leads to the recognition of a trade receivable or a trade payable, this cash flow hedge reserve including the changes in fair value of the hedging instrument is included in P&L where it adjusts revenue/costs or, if the transaction leads to the recognition of a non-financial asset or non-financial liability, as an adjustment of the carrying amount of the asset and liability. Further changes in the hedging instrument are recognized in P&L together with the changes in the trade receivables or payables.

For the year ended December 31, 2022, an unrealized loss of €14.1 million (mainly Mexican peso versus EUR for 11.1 million and US dollar versus EUR for 2.4 million) has been recognized in other comprehensive income, offset by an unrealized gain of €3.8 million (British pound mainly).

As of December 31, 2022, the fair value of the derivative financial asset for the foreign exchange contracts amounted to €4.4 million (2021: €4.1 million) and of the derivative financial liability amounted to €13.8 million (2021: €2.3 million).

An amount of €0.4 million was reclassified to P&L (loss) during 2022.

The following table sets forth the impact on pre-tax profit and equity for the year of a 10% weakening/strengthening of the Euro against the reported currency with all other variables held constant. The impact is mainly as a result of foreign exchange gains/losses on translation of foreign currency denominated trade receivables and payables and related derivative positions as at the respective statement of financial position dates.

	10% weakening of the EUR			10% strengthening of the EUR
	2022		2021 ^*	2022		2021 ^*
in € million	Impact on P&L	Impact on Equity		Impact on P&L	Impact on E quity
AUD	(0.2)	(1.4)	(0.2)	0.2	1.2	0.1
GBP	(0.9)	(8.5)	(0.9)	0.8	7.0	0.7
PLN	(0.8)	(6.5)	(0.8)	0.7	5.3	0.6
USD	(1.9)	4.5	(1.3)	1.6	(3.5)	1.1

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations

7.5.4. Interest rate risk

The Group's interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash held at variable rates. Borrowings issued at fixed rate expose the Group to fair value interest rate risk. These risks are managed centrally by Group treasury taking into account the expectations of the Group with respect to the evolutions of the market rates. The Group has used interest rate swaps to manage these risks.

Considering that the floating rate borrowings on the Syndicated Term Loan A (EURIBOR + margin) are partially hedged through interest rate swaps, the interest expense recognized in the consolidated income statement is to a limited extent subject to interest rate volatility, as apart from the syndicated term loan A, there has also been €115.0m withdrawn on Floating Rate Syndicated Term Loan B, carrying an interest of EURIBOR 1 month + margin of 3.60%.

Sensitivity of the fair value of derivative financial instruments related to loans: at December 31,2022, if EURIBOR interest rates had been 10bps higher/lower with all other variables held constant, pre-tax other comprehensive income for the year would have been respectively €0.2 million higher/lower. At December 31,2021, if EURIBOR interest rates had been 10bps higher/lower with all other variables held constant, pre-tax other comprehensive income for the year would have been negligible.

Floating Rate Syndicated Term Loan A of €220.0 million due 2024 is carrying an interest of EURIBOR 3 month + margin of 3.90%. The notional principal amounts of the outstanding fixed payer interest rate swap contract at December 31, 2022 is €150.0 million as per below table:

Duration	Fixed interest rate %	Amount in € million
3 Years	0.5950%	150.0
Total		150.0

The OCI net impact for 2022 was a €9.5 million gain. €0.4 million was reclassified to P&L (loss) during 2022.

7.5.5. Price risk (commodity)

The Group has some exposure to the price of oil because certain of the raw materials used in production are manufactured from oil derivatives. These include glues, polyethylene, propylene and polypropylene.

In relation to our fluff exposure, the Group has arrangements with certain of their fluff suppliers that reduce our exposure to volatility in fluff prices. The Group also decided to continue to hedge a portion of the propylene, polypropylene and polyethylene exposure in 2022.

Forward contracts to cover the commodity price risk are being reviewed and potentially executed monthly. Forward contracts are initiated over a future period of 12 months covering monthly expected exposure. The total notional amount hedged in 2022 was €36.6 million covering propylene (€15.7 million), polypropylene (€14.5 million) and LDPE (€6.4 million). The average hedged rate for 2022 was €1,154/Ton for propylene, €2,085/Ton for polypropylene and €2,232/Ton for LDPE.

The OCI net impact for 2022 was a €2.3 million loss. €2.3 million was reclassified to P&L (gain) during 2022.

7.5.6. Equity price risk

Following the issuance of options, RSU's and PSU's as share-based payment arrangements under the different LTIP programs (refer to note 7.28 for details of these programs), the Group is exposed to variations in the Group share price. The Board of Directors of the Group has decided on June 1, 2015 to implement a full hedging program through a total return swap. The purpose of this financial instrument is to effectively hedge the risk that a price increase of the Ontex shares would negatively impact future cash flows related to the share-based payments.

The Group entered into a Total Return Swap ('TRS') agreement with a financial institution to manage its exposure to price volatility related to the shares subject to the stock option, RSU and PSU plans as disclosed in note 7.28. Under the total return swap agreement, the Company will pay interest to the financial institution. At the settlement of the TRS, the Group will receive the underlying shares which will be granted to the beneficiaries of the stock options, RSU's or PSU's upon exercise. As such, the Group hedges the risk that the share price would increase when shares have to be issued upon exercise by the beneficiaries of their Options/RSU's/PSU's. The shares bought in this context are recognized in deduction of Group equity at the strike price at the moment of entering into the TRS. As the Group takes physical delivery of the shares upon settlement of the TRS (no net settlement), the TRS does not meet the scope of financial instruments in accordance with IAS 32 / IFRS 9. As such, the TRS should not be remeasured at fair value at each closing date.

During 2022, the existing program was not renewed and all shares are therefore now owned by the Group.

7.5.7. Credit risk

Credit risk is managed on a Group basis. Credit risk arises from cash and cash equivalents, derivative financial instruments and deposits with banks and financial institutions, as well as credit exposures to corporate customers, including outstanding receivables and committed transactions. The Group assesses the credit quality of the customer, taking into account its financial position, past experience and other factors based on which individual risk limits are set in accordance with the limits set by business managers. Historical default rates have been below 1% for 2022 and 2021. Trade receivables are spread over different countries and counterparties and there is no large concentration with one or a few counterparties.

We refer to note 7.13 for the aging of the receivables and the doubtful receivables.

All financial instruments are held at banks and financial institutions with a credit rating of at least A.

The maximum exposure to credit risk at the reporting date is the carrying amount as presented in the table above in the note 7.5.1.

7.5.8. Liquidity risk

Group treasury monitors rolling forecasts of the Group's liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities (note 7.17 Interest-bearing debts) at all times so that the Group does not breach borrowing limits or covenants (where applicable) on its borrowing facilities.

The table below analyzes the Group's financial liabilities (including interest payments) into relevant maturity groupings based on the remaining period at the statement of financial position date to the contractual maturity date.

	Less than	Between 1	Between 2	Over 5 years
in € million	1 year	and 2 years	and 5 years
At December 31, 2022
Interest-bearing debts	(34.0)	(361.6)	(611.0)	-
Lease liabilities	(24.0)	(20.3)	(38.7)	(60.2)
Trade payables	(405.3)	-	-	-
Total non-derivative financial liabilities	(463.3)	(381.9)	(649.7)	(60.2)
Interest rate swaps	(0.9)	(0.9)	-	-
Forward foreign exchange contracts	(531.8)	(12.0)	-	-
Total derivative financial liabilities	(532.7)	(12.9)	-	-
At December 31, 2021
Interest-bearing debts	(28.5)	(31.2)	(857.0)	(0.0)
Lease liabilities	(26.0)	(22.1)	(42.2)	(40.4)
Trade payables	(532.6)	-	-	-
Total non-derivative financial liabilities	(587.2)	(53.3)	(899.1)	(40.4)
Interest rate swaps	(0.9)	(0.9)	(0.9)	-
Forward foreign exchange contracts	(267.4)	(11.3)	-	-
Total derivative financial liabilities	(268.3)	(12.2)	(0.9)	-

7.6. OPERATING SEGMENTS

According to IFRS 8, reportable operating segments are identified based on the "management approach". This approach stipulates external segment reporting based on the Group's internal organizational and management structure and on internal financial reporting to the chief operating decision maker. The Group's activities are in one segment, "Hygienic Disposable Products". There are no other significant classes of business, either singularly or in aggregate. The chief operating decision maker, the Board of Directors, reviews the operating results and operating plans, and make resource allocation decisions on a company-wide basis. Therefore, the Group operates as one segment. Enterprise-wide disclosures about product sales, geographic areas and revenue from major customers are presented below:

7.6.1. Information by product group

The key product categories are:

•	Baby Care products, principally baby diapers, baby pants and, to a lesser extent, wet wipes;
•	Adult Care products, such as adult pants, adult diapers, incontinence towels and bed protection;
•	Feminine Care products, such as sanitary towels, panty liners and tampons.

	Full Year
in € million	2022	2021 ^*
Baby Care	765.0	628.8
Adult Care	653.6	571.3
Feminine Care	222.0	180.8
Other	31.6	27.8
Total revenue	1,672.2	1,408.7

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €617.7 million

7.6.2. Information by country

The sales in the country of domicile of Ontex Group NV (Belgium) represent less than 4% of Ontex Group NV Revenue. Sales to countries in our top four markets are presented in the table below. The sales in all other individual countries represent less than 10% of the Group's revenue.

	Full Year
in € million	2022	2021 ^*
United Kingdom	253.8	221.3
USA	205.1	151.4
Italy	180.4	179.9
France	182.7	167.2
Other countries	850.2	689.0
Total revenue	1,672.2	1,408.7

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €617.7 million

The following table presents an overview of the non-current assets (property, plant and equipment (PP&E), right to use assets and intangible assets) located in the main countries. The non-current assets in all other individual countries represent less than 10% of the Group's total non-current assets (excluding financial instruments, deferred tax assets and goodwill). Goodwill is not included in the below table as this is not monitored on a country-basis, but at the divisional level.

in € million	December 31, 2022	December 31, 2021
Belgium	133.5	139.0
Poland	68.5	42.9
Mexico	52.4	145.3
Czech Republic	50.0	51.1
Germany	49.7	83.7
Brazil	N/A	45.9
Other countries	208.8	213.5
Total	562.9	721.3

7.6.3. Revenue from major customers

The Group does not have a single significant customer. In 2022 the largest customer represents 7.8% (2021:8.1%) of the revenue. The 10 largest customers represent 37.1% of 2022 revenue (2021: 37.5%). The figures for 2021 have been adjusted for the reclassification of the Emerging Markets as discontinued operations.

7.7. LIST OF CONSOLIDATED COMPANIES

		Percentage of interest held by the Group
Name	Country	2022	2021	Registered office	Company legal number
Can Hygiène SPA	Algeria	100.0%	100.0%	Haouch Sbaat Nord, Zone Industrielle de Rouiba, Voie H, lot 83B, 16012 Rouiba, Alger, Algeria	04/B/0965101
Ontex Australia Pty Ltd	Australia	100.0%	100.0%	Suite 10, 27 Mayneview Street, Milton, QLD 4064, Australia	ABN 59 130 076 283
Ontex Manufacturing Pty Ltd	Australia	100.0%	100.0%	Wonderland Drive 5, Eastern Creek, NSW, 2766, Australia	ABN 16 145 822 528
Eutima BV	Belgium	100.0%	100.0%	Korte Moeie 53, 9900 Eeklo, Belgium	0415.412.891
Ontema BV ¹⁾	Belgium	0.0%	100.0%	Genthof 12, 9255 Buggenhout, Belgium	0453.081.852
Ontex BV	Belgium	100.0%	100.0%	Genthof 5, 9255 Buggenhout, Belgium	0419.457.296
Active Industria De Cosméticos S.A.	Brazil	100.0%	100.0%	Rua Contorno Oeste 1/16 Quadra 01, Lote 01/16, Modulo 2 Senador Canedo, Goiania, Brazil	CNPJ 22.010816/0001-39
Falcon Distribuidora Armazenamento E Transporte S.A.	Brazil	100.0%	100.0%	Rua Iza Costa 1.104 Quadra: Area Lote Modulo 2, Fazenda Retio, Goiania, Brazil	CNPJ 23.191.831/0001-93
Chicolastic Chile, S.A.	Chile	100.0%	100.0%	Calle la Concepcion 81, D 603 P 06, Providencia, Santiagà, Region Metropolitan,8320000 Santiago de Chile, Chile	96886530-7
Ontex Hygienic Disposables (Yangzhou) Co.TD	China	100.0%	100.0%	Hangji industrial park, Hanjiang Dictrict, N°1 Zhaizhuang Road, 225111 Yangzhou, China	321000400010102
Ontex Hygienic Disposables (Shanghai) LTD	China	100.0%	100.0%	4F, Building G, No. 69, Hongqiao Green Valley Community, Yuhong Road, Minhang District, Shanghai	91310000MA1GCW6L6Y
Valor Brands de Centroamércia, S.A. de C.V. ¹⁾	Costa Rica	0.0%	100.0%	100 norte del Centro Comercial Tres Rios a mano izquierda-Apartamento Tinoco #02, City Cartago, 10106 San José, Costa Rica	3-101-645685
Ontex CZ S.r.o.	Czech Republic	100.0%	100.0%	Vesecko 491, 51101 Turnov, Czech Republic	44564422
Ontex Hygienic Disposables PLC	Ethiopia	100.0%	100.0%	Tracon Tower Building Addis Ababa, Subcity Arada, Werada 02, Kebele 01, House n° : 30/97, Ethiopia	EIA-PC/01/005318/08
Hygiène Medica SAS	France	100.0%	100.0%	30 Rue Hubble Parc Européen de la Haute Borne, 59262 Sainghin-en-Mélantois, France	401 439 872
Ontex France SAS	France	100.0%	100.0%	586 Boulevard Albert Camus, 69400 Villefranche-sur-Saône, France	338 081 102
Ontex Santé France SAS	France	100.0%	100.0%	Quai du rivage 62119 Dourges, France	502 601 297
Moltex Baby-Hygiene GmbH	Germany	100.0%	100.0%	Robert-Bosch-Straße 8, 56727 Mayen, Germany	HRB 5260
Ontex Engineering GmbH & Co .KG	Germany	100.0%	100.0%	Robert-Bosch-Straße 8, 56727 Mayen, Germany	HRA 21335
Ontex Healthcare Deutschland GmbH	Germany	100.0%	100.0%	Hansaring 6, Lotte 49504, Germany	HRB 9669
Ontex Hygiënartikel Deutschland GmbH	Germany	100.0%	100.0%	Fabrikstrasse 30, 02692 Grosspostwitz, Germany	HRB 3865
Ontex Inko Deutschland GmbH	Germany	100.0%	100.0%	Robert-Bosch-Straße 8, 56727 Mayen, Germany	HRB 20630
Ontex Care GmbH	Germany	100.0%	100.0%	Robert-Bosch-Straße 8, 56727 Mayen, Germany	HRB 21024
Ontex Mayen GmbH	Germany	100.0%	100.0%	Robert-Bosch-Straße 8, 56727 Mayen, Germany	HRB 11699
Ontex Vertrieb GmbH	Germany	100.0%	100.0%	Robert-Bosch-Straße 8, 56727 Mayen, Germany	HRB 4983
WS Windel-Shop GmbH	Germany	100.0%	100.0%	Robert-Bosch-Straße 8, 56727 Mayen, Germany	HRB 2793
Ontex Manufacturing Italy S.r.l.	Italy	100.0%	100.0%	Localita Cucullo, Zona Industriale, 66026 Ortona (Chieti), Italy	02456370697
Serenity Holdco S.r.l.	Italy	100.0%	100.0%	Localita Cucullo, Zona Industriale, 66026 Ortona (Chieti), Italy	CH-178769
Serenity Spa	Italy	100.0%	100.0%	Localita Cucullo, Zona Industriale, 66026 Ortona (Chieti), Italy	CH-99632
Grupe P.I Mabe, S.A de C.V	Mexico	100.0%	100.0%	Ibsen N40 4to piso, col. Polanco Delegacion Miguel Hidalgo CP 11560 Mexico	GPI950824N64
Productos Internacionales Mabe, S.A de C.V	Mexico	100.0%	100.0%	Calle Norte 12, Ciudad Industrial 105,22505 Tijuana, Mexico	PIM810710R32
Ontex Mexico Operations S.A. de C.V. ²⁾	Mexico	100.0%	0.0%	Calle 12 Norte No. 105, Ciudad Industrial, Tijuana, Mexico	OMO220624KA3
Ontex Hygiène Sarlau ¹⁾	Morocco	0.0%	100.0%	Quartier Al Hank Boulevard De La Corniche, 6ième étage, immeuble Yacht A/B Anfa - Casablanca, Morocco	240709
Ontex Pakistan ltd	Pakistan	100.0%	100.0%	Office No 705, 7th Floor, Park Avenue, Main Sharh-e-Faisal, Karachi Sindh 7400, Pakistan	0076658
Ontex Polska sp. z.o.o.	Poland	100.0%	100.0%	ul. Przedsiebiorcrow 6, 97-500 Radomsko, Poland	0000010044
Ontex Romania Srl	Romania	100.0%	100.0%	Bucharest, 46 Grigore Cobalcescu Street, 2nd floor, 1st District, Romania	R 7682053
Ontex RU LLC	Russia	100.0%	100.0%	Zemlyanoy Val Street 9, 10564 Moscow, Russia	1055008702649
Ontex ES Holdco S.L.	Spain	100.0%	100.0%	Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, 40140 Valverde del Majano, Segovia, Spain	B85082832
Ontex ID SAU	Spain	100.0%	100.0%	Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, 40140 Valverde del Majano, Segovia, Spain	NIFA-60617875
Ontex Peninsular SAU	Spain	100.0%	100.0%	Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, 40140 Valverde del Majano, Segovia, Spain	A40103855
Valor Brands Europe, S.L	Spain	100.0%	100.0%	Torviscal 12, 45007 Toledo, Spain	B2837-1540
Ontex Hygienic Spain, S.L.	Spain	100.0%	100.0%	Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, 40140 Valverde del Majano, Segovia, Spain	M635-328
Ontex Tüketim. Urn. San. ve Tic. AS	Turkey	100.0%	100.0%	Tekstilkent Cad. Koza Plaza B Blok Kat:31 No:116-117 Esenler, Istanbul	137334
Ontex Ukraine LLC	Ukraine	100.0%	100.0%	Building 7(C), 13 M. Pymonenko Street, 04050 Kyiv, Ukraine,	37728333
Ontex Health Care UK Ltd	United Kingdom	100.0%	100.0%	Kettering Parkway, Kettering Venture Park, Kettering, Northants, NN156XR, United Kingdom	02274216
Ontex Retail UK Ltd	United Kingdom	100.0%	100.0%	Unit 5 (1st Floor), Grovelands Business Centre, Boundary Way, Hemel Hempstead, Hertfordshire, HP2 7TE, United Kingdom	1613466
Ontex US Holdco, LLC	USA	100.0%	100.0%	1201 North Market Street, 19801 Wilmington, New Castle county, Delaware, United States of America	35-2548297
Valor Brands, LLC	USA	100.0%	100.0%	960 North Point Parkway, Suite 100, Alpharetta, GA 30005, USA	06-1661367
Ontex Operations USA, LCC	USA	100.0%	100.0%	1900 Barnes Street, Reidsville, NC 27320	85-0811594

¹⁾ Ontema BV, Valor Brands de centroamérica, S.A de C.V. and Ontex Hygiène Sarlau have been liquidated in the course of 2022.

²⁾ Ontex Mexico Operations S.A. de C.V. was founded in the course of 2022.

The voting rights equal the percentage of interest held.

The most significant Group subsidiaries are Ontex BV, Ontex Mayen GmbH, Ontex Hygiënartikel Deutschland GmbH, Ontex Santé France SAS, Ontex CZ Sro, Serenity Spa, Ontex Manufacturing Italy S.r.l. and Valor Brands LLC.

For the financial year ending December 31, 2022 the following companies make use of the exemptions in accordance with the German regulations of § 264 III and § 264b HGB

•	Ontex Vertrieb GmbH, Mayen;
•	Ontex Mayen GmbH, Mayen;
•	Moltex Baby-Hygiene GmbH, Mayen;
•	WS Windel-Shop, Mayen;
•	Ontex Healthcare Deutschland GmbH, Lotte;
•	Ontex Hygieneartikel Deutschland GmbH, Großpostwitz; and
•	Ontex Engineering GmbH & Co. KG, Mayen.

7.8. DISPOSAL GROUP HELD FOR SALE AND DISCONTINUED OPERATIONS

Following its strategic review announced end of 2021 and formalized beginning of 2022, the Group announced it will pursue divestment opportunities for the activities located in the "Emerging Markets".

"Emerging Markets" are primarily driven by own brands and essentially groups the Central and South American activities, as well as those in the Middle East and Africa.

These operations, which are expected to be sold within 12 months, have been classified as a disposal group held for sale and presented separately in the statement of financial position. As a result, discontinued operations are shown as one line item in the consolidated financial statements as detailed below. The discontinued statement of financial position items are presented at lower of the fair value less cost-to-sell and the carrying amount, in accordance with IFRS 5.

The associated assets and liabilities are consequently presented as held for sale as from January 1 ^st , 2022. The related financial performance is thereby reported as discontinued operations in the Income statement. The assets held for sale in the table below amount to €653.9 million and deviate from the amount in the consolidated statement of financial position as the Group also holds a building in Germany as held for sale at December 31 ^st , 2022.

Ontex entered into a binding agreement in July 2022 to sell its Mexican and related export activities to Softys S.A., marking a milestone in the transformation of Ontex. Net cash proceeds are estimated at approximately €250.0 million. The closing is foreseen early Q2 2023, subject to the customary conditions, including the applicable merger clearance approvals. Proceeds from the transaction will be exclusively applied to reduce debt.

Ontex is making progress in the divestment of its remaining Emerging Markets businesses, as discussions with potential acquirers continue.

Disposal group classified as held for sale

Upon reclassification as held for sale, total impairment losses on goodwill of €60.0 million have been recognized to present the net assets at the lower of the carrying amount and the fair value less costs of disposal.

At December 31, 2022, additional impairment losses on goodwill of €48.9 million have been recognized based on a comparison of the expected proceeds of disposal less costs to sell versus the carrying amount of the related net assets. €33.2 million of the impairment is related to the impact of the application of Hyperinflation on the Turkish carrying net assets, which increased with €29.0 million. The major classes of assets and liabilities comprising the operations classified as held for sale are as follows:

in € million	December 31, 2022
Non-current Assets
Goodwill	83.8
Intangible assets	17.1
Property, plant and equipment	183.8
Right-of-use assets	16.3
Deferred tax assets	0.4
Other non-current assets	0.5
	301.9
Current Assets
Inventories	116.1
Trade receivables	115.4
Prepaid expenses and other receivables	53.8
Current tax assets	6.5
Derivative financial assets	0.5
Cash and cash equivalents	59.7
	352.0
Assets classified as held for sale	653.9

in € million	December 31, 2022
Non-current liabilities
Employee benefit liabilities	3.4
Interest-bearing debts	16.8
Deferred tax liabilities	12.9
	33.1
Current liabilities
Interest-bearing debts	22.2
Derivative financial liabilities	0.4
Trade payables	154.1
Accrued expenses and other payables	19.6
Employee benefit liabilities	12.5
Current tax liabilities	4.8
Provisions	2.9
	216.5
Liabilities related to assets classified as held for sale	249.6

The cumulative foreign exchange losses recognized in other comprehensive income in relation to the discontinued operations as at December 31, 2022 were €302.4 million.

Financial performance

The results of the discontinued operations, which have been included in the consolidated income statement, were as follows:

	Full Year
in € million	2022	2021
Revenue	792.3	617.7
Operating expenses (excl. depreciations and amortizations)	(760.6)	(601.7)
Adjusted EBITDA	31.7	15.9
Income and expenses related to impairment losses and restructuring	(122.6)	(25.1)
EBITDA	(90.9)	(9.1)
Depreciation and amortization	-	(22.0)
Financial result	(19.9)	(1.1)
Profit/(loss) before income tax	(110.7)	(32.3)
Income tax expense	(10.9)	(10.2)
Profit/(loss) for the period from discontinued operations	(121.6)	(42.4)

	Full Year
Earnings per share (€)	2022	2021
For discontinuing operations
Basic earnings per share	(1.50)	(0.52)
Diluted earnings per share	(1.50)	(0.52)

Cash flows

The cash flow information presented for the period ended December 31, 2022 and 2021:

	Full Year
in € million	2022	2021
Net cash generated from / (used in) operating activities	14.4	81.7
Net cash generated from / (used in) investing activities	(13.1)	(31.4)
Net cash generated from / (used in) financing activities	(4.2)	(40.6)
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS	(2.9)	9.8
Effects of exchange rate changes on cash and cash equivalents	1.5	(7.8)

Hyperinflation

In 2022, the Turkish economy faced further rapid inflation resulting in the three-year cumulative inflation of Turkey to exceed 100%, thereby triggering the requirement to transition to hyperinflation accounting as prescribed by IAS 29 Financial Reporting in Hyperinflationary Economies as of 1 January 2022. The main principle in IAS 29 is that the financial statements of an entity that reports in the currency of a hyperinflationary economy must be stated in terms of the measuring unit current at the end of the reporting period. Therefore, the non-monetary assets and liabilities stated at historical cost, the equity and the income statement of subsidiaries operating in hyperinflationary economies are restated for changes in the general purchasing power of the local currency applying a general price index. Monetary items that are already stated at the measuring unit at the end of the reporting period are not restated. These re-measured accounts are used for conversion into euro at the period closing exchange rate.

Consequently, the Ontex Group has applied hyperinflation accounting for its Turkish subsidiaries in these financial statements applying the IAS 29 rules as follows:

•	Hyperinflation accounting was applied as of 1 January 2022;
•	Non-monetary assets and liabilities stated at historical cost (e.g. property plant and equipment, intangible assets, goodwill, etc.) and equity of Turkey were restated using official Consumer Price index published by the Turkish Statistic Institute TUIK. The hyperinflation impacts resulting from changes in the general purchasing power until 31 December 2021 were reported in retained earnings and the impacts of changes in the general purchasing power from 1 January 2022 are reported through the income statement on a dedicated account for hyperinflation monetary adjustments in the finance line. This impact in 2022 amounted to €9.7m. The CPI index at 31 December 2022 amounted to 1,128.45 which means an increase of 64% versus 31 December 2021;
•	The income statement is adjusted at the end of each reporting period using the change in the consumer price index and is converted at the closing exchange rate of each period (rather than the year to date average rate for non-hyperinflationary economies). This impact in 2022 amounted to €0.4m;
•	The prior year income statement and statement of financial position were not restated.

In 2022, the Turkish operations represented 12.2% of the company's revenue from discontinued operations.

The hyperinflation impact on the net assets held for sale presented above of €404.4 million, amounts to €29.0 million. As indicated above, this subsequently has lead to an impairment on goodwill of the Turkish business for €33.2 million.

7.9. GOODWILL AND INTANGIBLE ASSETS

in € million	Goodwill	Brands	Capitalized Development	IT implementation costs	Other intangibles	Total
Year ended December 31, 2022
Opening net book amount	1,039.9	15.4	1.7	19.2	9.5	1,085.7
Hyperinflation opening net book amount	9.5	0.0	0.0	0.0	0.0	9.5
Restated opening net book amount	1,049.4	15.4	1.7	19.2	9.5	1,095.2
Additions	0.0	0.0	0.2	6.7	4.5	11.3
Transfers	0.0	0.0	3.7	0.9	(4.5)	0.1
Reclassified as held for sale	(170.6)	(15.4)	0.0	0.0	0.2	(185.8)
Amortization expense	0.0	0.0	(1.3)	(7.9)	0.0	(9.2)
Impairment	(84.1)	0.0	(0.2)	0.0	0.0	(84.3)
Exchange differences	3.2	(0.0)	0.0	(0.0)	0.0	3.2
Closing carrying amount	797.9	(0.0)	4.1	18.9	9.6	830.6
At December 31, 2022
Cost	862.6	0.0	9.4	67.5	23.7	963.4
Accumulated amortization and impairment	(64.7)	(0.0)	(5.3)	(48.6)	(14.1)	(132.7)
Carrying amount	797.9	(0.0)	4.1	18.9	9.6	830.6

in € million	Goodwill	Brands	Capitalized Development	IT implementation costs	Other intangibles	Total
Year ended December 31, 2021
Opening net book amount	1,106.7	23.2	3.7	20.8	5.8	1,160.2
Additions	0.0	0.0	0.1	7.0	5.2	12.3
Transfers	0.0	0.0	1.1	0.1	(0.9)	0.3
Disposals	0.0	0.0	(0.1)	(0.0)	0.0	(0.1)
Amortization expense	0.0	(1.6)	(1.0)	(8.2)	(0.0)	(10.8)
Impairment	(66.1)	(7.1)	(2.1)	(0.5)	(0.5)	(76.3)
Exchange differences	(0.7)	0.8	0.0	(0.0)	0.0	0.1
Closing carrying amount	1,039.9	15.4	1.7	19.2	9.5	1,085.7
At December 31, 2021
Cost	1,106.8	31.2	5.5	62.2	23.7	1,229.3
Accumulated amortization and impairment	(66.9)	(15.8)	(3.8)	(43.0)	(14.1)	(143.6)
Carrying amount	1,039.9	15.4	1.7	19.2	9.5	1,085.7

The decrease compared to prior year is mostly due to the reclassification to assets held for sale.

Brands in 2021 represent the capitalization of some of the brands acquired through the acquisitions of Grupo Mabe and Ontex Brazil. The impairment recognized in 2021 resulted mainly from the goodwill impairment test carried out on the Brazilian business.

Capitalized IT implementation costs represent internally developed and externally purchased software for own use.

The impairment recognized in 2022 results mainly from the goodwill impairment test carried out on the Russian business, see below for more information.

The amortization expense is included in the captions of the consolidated income statement as follows:

in € million	2022	2021 ^*
Cost of sales	0.1	0.0
General and administrative expenses	9.1	8.5
Total amortization expense	9.2	8.6

^* The amortization expense for 2021 in the above table deviates from the depreciation expense in the roll forward table of 2021 due to the reclassification of the Emerging Markets to discontinued operations for an amount of €2.2 million.

The Group incurred €11.8 million of research and development expenses in 2022 (2021: €8.7 million) that has been recorded under the caption 'General and administrative expenses'.

No intangible assets have been pledged in the context of financial liabilities.

7.9.1. Goodwill

History

At the end of 2010, Ontex was acquired from Candover by Goldman Sachs Capital Partners and TPG Capital, both holding 50% of the shares of the new Ontex top-holding company. At the time of the acquisition, the net assets of Ontex were negative which resulted in the generation of goodwill of €841.5 million.

In 2013, Ontex acquired Serenity, a company operating in the adult incontinence market in Italy. This acquisition resulted tin the recognition of a goodwill of €18.6 million.

In February 2016, Ontex acquired Grupo Mabe, a leading Mexican manufacturer of disposable personal hygiene products. This major acquisition resulted in the recognition of a goodwill for €236.1 million, which was denominated in Mexican peso and US dollars.

In March 2017, Ontex has completed the acquisition of the personal hygiene business of Hypermarcas (renamed to "Ontex Brazil"). This resulted in a goodwill of €128.3 million, which was denominated in Brazilian real.

Following its strategic review announced end of 2021 and formalized beginning of 2022, the Group announced it will pursue divestment opportunities for the activities located in the "Emerging Markets". "Emerging Markets" are primarily driven by own brands and essentially groups the Central and South American activities, as well as those in the Middle East and Africa. Following this strategy, €170.6 million of goodwill was reclassified to assets held for sale.

Goodwill impairment

Considering the renewed strategy of the Group to refocus its activities on Europe and North America, the Group has reviewed the cash-generating units and has determined the following cash-generating units for the purpose of the goodwill impairment testing:

•	Europe
•	Russia
•	North America

Annual impairment reviews are performed during the fourth quarter of each year for all CGUs, except if there would be factors indicating a risk for impairment loss. These reviews compare the carrying value of each CGU with the recoverable amount of the CGU's assets calculated using a discounted cash flow model. If the recoverable amount is less than the carrying value of the CGU, an impairment loss is recognized immediately in the income statement.

Due to the current economic performance of the Group and the modified strategy, the Group has performed an impairment test on a more frequent basis during 2022. The test at half year 2022 revealed that an impairment loss should be recognized on the CGU "Russia". The test at year-end did not lead to any additional impairment.

The judgments and estimates considered in the context of the impairment tests are disclosed in note 7.4.4.

Goodwill allocated to the CGUs as at December 31 was as follows:

in € million	2022	2021
Europe	743.1	818.0
North & Central America	N/A	205.1
North America	54.9	N/A
Middle East, Africa & Asia	N/A	16.7
Goodwill allocated to the CGU's	797.9	1,039.9

As mentioned above, the test carried out at half year 2022 resulted in the recognition of an impairment loss of €84.1 million on the CGU "Russia" reflecting the revised strategy and forecasts. The impairment loss of €84.1 million has been entirely allocated to goodwill.

The recoverable amount of a CGU is determined by means of value-in-use calculations. These calculations are based on pre-tax cash flow projections (prepared in euros) using key parameters from the consolidated financial budget approved by Ontex' Board of Directors and the Group's Strategic Plan through 2025. Cash flows in 2026 are determined based on the average growth rate in the Group's Strategic Plan through 2025. Cash flows beyond the four-year period are extrapolated using an estimated growth rate of 2.0% for both Europe and North America.

The key assumptions for the value-in-use calculations used to determine the recoverable amount are those regarding the discount rates, estimated changes to selling prices, product offerings, direct costs, operating margins and terminal growth rates. Climate-related matters were considered but did not have a material impact on the value-in-use calculation as explained in the Non-Financial Statements.

The discount rate is a measure based on industry average weighted cost of capital and risk-free rates weighted for the different regions in which the CGU's are operating.

Changes in selling practices and direct costs are based on past practices and expectations of future changes in the market. The calculation uses cash flow projections based on key parameters from the consolidated financial budget approved by the Board of Directors, the Group's Strategic Plan through 2025, and pre-tax discount rates for each CGU as described in note 7.4.4 Impairment based on current market assessments of the time value of money and the risks specific to the Group.

The development of the financial budget and Strategic Plan relies on a number of assumptions, including:

•	The market growth, the evolution of the Group's market share, competitive landscape and innovation trends in the different markets as well as strategic initiatives.
•	The product mix.
•	The expected evolution of various direct and indirect expenses.
•	The estimated future capital expenditure.

The assumptions were derived mainly from:

•	Available historic data.
•	External market research.
•	Internal market expectations based on trend reports, etc.

The key assumptions used are reviewed and updated on a yearly basis by the Group's management. Taking into account the excess of the cash-generating unit's recoverable amount over its carrying amount, and based on sensitivity testing performed, management is of the opinion that any reasonably possible changes in key assumptions on which the recoverable amount is based would not cause the carrying amount to exceed the recoverable amount at December 31, 2022.

The Group has performed a sensitivity analysis by reducing the risk-adjusted cash flow projections and by increasing the pre-tax discount rate as disclosed in note 7.4.4 Impairment.

7.10. PROPERTY, PLANT AND EQUIPMENT

in € million	Land, land improvements and buildings	Plant, machinery and equipment	Furniture and vehicles	Other tangible assets	Assets under construction and advance payments	Total
Period ended December 31, 2022
Opening carrying amount	121.4	396.9	1.0	0.6	53.6	573.4
Hyperinflation opening net book amount	0.0	6.4	0.0	0.0	0.0	6.5
Restated opening net book amount	121.4	403.3	1.0	0.6	53.6	579.9
Additions	4.9	33.6	0.3	0.1	7.0	45.9
Transfers	2.0	21.6	0.1	0.0	(23.2)	0.6
Disposals	(0.3)	(0.7)	0.0	0.0	(0.1)	(1.1)
Depreciation expense	(4.4)	(35.2)	(0.3)	(0.2)	0.0	(40.0)
Impairment	0.0	(4.1)	(0.0)	0.0	(0.2)	(4.4)
Capital grants received	0.0	(0.4)	0.0	0.0	0.0	(0.4)
Exchange differences	0.8	7.2	0.0	0.0	0.9	9.0
Reclassified as held for sale	(46.7)	(124.9)	(0.3)	(0.2)	2.5	(169.5)
Closing carrying amount	77.8	300.4	0.9	0.4	40.6	420.1
At December 31, 2022
Cost	124.1	587.5	3.3	3.3	40.6	758.8
Accumulated depreciation and impairment	(46.3)	(287.1)	(2.3)	(2.9)	0.0	( 338.7)
Carrying amount	77.8	300.4	0.9	0.4	40.6	420.1

in € million	Land, land improvements and buildings	Plant, machinery and equipment	Furniture and vehicles	Other tangible assets	Assets under construction and advance payments	Total
Period ended December 31, 2021
Opening carrying amount	123.1	407.3	1.3	1.0	83.2	615.9
Additions	0.9	18.1	0.0	0.0	25.3	44.2
Transfers	1.0	54.1	0.0	0.1	(55.6)	(0.3)
Disposals	(1.2)	(0.3)	0.0	(0.1)	(0.1)	(1.7)
Depreciation expense	(5.7)	(46.0)	(0.4)	(0.5)	0.0	(52.5)
Impairment	(1.7)	(39.5)	(0.0)	0.0	(0.2)	(41.4)
Capital grants received	0.0	(0.2)	0.0	0.0	0.0	(0.2)
Exchange differences	2.3	3.2	(0.0)	0.0	1.0	6.5
Reclassified as held for sale	2.7	0.2	(0.0)	0.0	0.0	2.9
Closing carrying amount	121.4	396.9	1.0	0.6	53.6	573.4
At December 31, 2021
Cost	171.7	743.6	3.5	3.9	53.6	976.3
Accumulated depreciation and impairment	(50.3)	(346.7)	(2.5)	(3.4)	0.0	( 402.9)
Carrying amount	121.4	396.9	1.0	0.6	53.6	573.4

The additions to property, plant and equipment represent mainly investments in capacity extension, investments in innovation, investments to improve the efficiency and IT investments.

The decrease compared to prior year is mainly linked to the reclassification to assets held for sale.

Impairment losses in 2022 are limited to €4.4 million and is related to an expected decreased utilization rate on some machinery. In 2021, impairment losses consisted for an amount of €18.4 million to the impairment performed on the business in Brazil and additional impairment losses recognized on idle machinery because of the economic downturn in certain of our geographies.

The depreciation expense is included in the consolidated income statement as follows:

in € million	2022	2021 ^*
Cost of Sales	34.3	33.0
Distribution expenses	1.3	1.4
Sales and marketing expenses	0.1	0.1
General administrative expenses	2.4	2.4
Other operating income	1.8	1.5
Total depreciation expense	40.0	38.4

^* The depreciation expense for 2021 in the above table deviates from the depreciation expense in the roll forward table of 2021 due to the reclassification of the Emerging Markets to discontinued operations for an amount of €14.2 million.

No pledges have been set on the items of property, plant and equipment, except for some machinery in the context of local borrowings.

7.11. LEASES

in € million	Land, land improvements and buildings	Plant, machinery and equipment	Furniture and vehicles	Total
Period ended December 31, 2022
Opening carrying amount	87.4	4.0	10.5	102.0
Hyperinflation opening net book amount	0.7	0.0	0.0	0.7
Restated opening net book amount	88.1	4.0	10.5	102.7
Additions	40.3	0.6	3.3	44.2
Transfers	(0.0)	(0.7)	0.0	( 0.7)
Disposals	(0.5)	0.0	(0.0)	( 0.6)
Depreciation expense	(15.8)	(1.3)	(4.1)	( 21.2)
Impairment	(3.2)	0.0	0.0	( 3.2)
Modifications to lease liabilities	(2.0)	(0.1)	(0.5)	( 2.5)
Exchange differences	2.6	(0.0)	0.1	2.7
Reclassified as held for sale	(9.5)	(0.1)	(1.7)	( 11.3)
Closing carrying amount	100.1	2.5	7.5	110.1
At December 31, 2022
Cost	156.8	6.7	16.5	180.0
Accumulated depreciation and impairment	(56.8)	(4.2)	(9.0)	( 69.9)
Carrying amount	100.1	2.5	7.5	110.1

in € million	Land, land improvements and buildings	Plant, machinery and equipment	Furniture and vehicles	Total
Period ended December 31, 2021
Opening carrying amount	108.8	6.2	11.8	126.8
Additions	2.5	0.2	4.5	7.2
Depreciation expense	(16.3)	(2.3)	(5.8)	(24.4)
Impairment	(5.0)	0.0	0.0	(5.0)
Modifications to lease liabilities	(3.5)	(0.1)	0.3	(3.3)
Exchange differences	0.9	0.0	(0.3)	0.7
Closing carrying amount	87.4	4.0	10.5	102.0
At December 31, 2021
Cost	138.6	11.4	25.5	175.5
Accumulated depreciation and impairment	(51.1)	(7.4)	(14.9)	(73.4)
Carrying amount	87.4	4.0	10.5	102.0

The Group leases mainly plants and warehouses (lease terms between 3 and 25 years), machinery (lease terms of 5 years on average) and company cars (lease terms between 4 and 5 years).

For the lease of land and buildings, the Group is exposed to potential future increases in variable lease payments based on an index, which are not included in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability is reassessed and adjusted against the right-of-use asset.

Extension and termination options are included in a number of property and equipment leases across the Group. These are used to maximize operational flexibility in terms of managing the assets used in the group's operations. As at December 31, 2022, potential future cash outflows of €17.8 million (undiscounted) have not been included in the lease liability because it is not reasonably certain that the leases will be extended (or not terminated) (2021: €21.4 million).

The consolidated income statement presents the following amounts relating to leases:

in € million	2022	2021 ^*
Cost of Sales	7.2	6.0
Distribution expenses	8.8	7.2
Sales and marketing expenses	1.3	1.3
General administrative expenses	3.3	4.3
Other operating income/(expenses)	0.6	0.0
Total depreciation expense	21.2	18.7
Interest expense	4.3	3.2
Expense relating to short-term leases	14.6	11.3
Expense relating to leases of low-value assets	0.3	0.4
Expense relating to variable lease payments	3.7	3.3

^* The depreciation expense for 2021 in the above table deviates from the depreciation expense in the roll forward table of 2021 due to the reclassification of the Emerging Markets to discontinued operations for an amount of €5.7 million.

The lease liabilities are detailed in note 7.17.

7.12. INVENTORIES

Inventories can be split as follows:

in € million	December 31, 2022	December 31, 2021
Raw materials	148.7	178.8
Work in progress	0.8	1.6
Finished goods	122.6	188.6
Other	5.1	7.5
Write-down on inventories	(12.9)	(17.8)
Inventories	264.3	358.7

The Group mainly uses fluff, super-absorbers and non-woven fabrics. Other raw materials used by the Group for its production include polyethylene, adhesives and tapes as basic raw materials. The finished products are baby diapers, baby pants, towels, tampons, panty liners, incontinence products and trade goods.

The cost of inventories recognized as an expense and included under 'Cost of sales' amounted to €1,294.7 million in 2022 (€1,510.4 million in 2021). The amount for 2021 consists of the full group and does not take into account the reclassification to discontinued operations as the statement of financial position figures at December 31, 2021 were not restated.

7.13. TRADE RECEIVABLES, PREPAID EXPENSES AND OTHER RECEIVABLES

The current trade and other receivables are detailed below:

in € million	December 31, 2022	December 31, 2021
Trade receivables	195.9	278.4
Less: allowance for impairment of trade receivables	(4.1)	(8.6)
Trade receivables - net	191.8	269.8
Prepayments	4.8	8.7
Other amounts receivable	32.1	60.5
Prepaid expenses and other receivables	36.8	69.2
Trade and other receivables - Current	228.6	339.0

Other amounts receivable include recoverable VAT for an amount of €29.4 million for 2022 (2021: €55.9 million). The decrease compared to prior year is explained by the reclassification to assets held for sale of the Emerging Markets. The fair value of the current receivables approximates their carrying amounts.

The aging of the trade receivables (net) at December 31 is as follows:

in € million	December 31, 2022	December 31, 2021
Not due	164.7	223.6
0 to 30 days	16.6	21.2
31 to 60 days	4.4	8.0
61 to 90 days	1.5	6.7
Over 90 days	4.5	10.2
Total	191.8	269.8

The Group doesn't apply systematically external credit rating.

The carrying amount of the Group's trade receivables (net) are denominated in the following currencies:

in € million	December 31, 2022	December 31, 2021
EUR	71.8	70.6
PLN	34.5	35.0
USD	29.3	32.9
GBP	26.9	19.2
RUB	16.5	13.4
BRL	-	33.1
MXN	-	27.2
DZD	-	10.1
TRY	-	9.2
Other	12.8	18.9
Total	191.8	269.8

During the year, the payment terms for the receivables have neither deteriorated nor been renegotiated that affect the overall payment terms. The maximum credit risk exposure at the end of the reporting period is the carrying value of each caption of receivables mentioned above. The Group does not hold any collateral as security.

An impairment analysis of trade receivables is done based on expected losses, next to individual assessments, but there are no significant impairments.

Movements on the Group allowance for impairment of trade receivables are as follows:

in € million	December 31, 2022	December 31, 2021
Opening Balance	8.6	8.2
Allowance for receivable impairment	0.3	1.3
Receivables written off during the year as uncollectible	(0.3)	(0.1)
Unused amounts reversed	(0.1)	(0.9)
Foreign exchange differences	0.1	0.1
Reclassified as held for sale	(4.4)	-
At December 31	4.1	8.6

The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables and contract assets. To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk characteristics and the days past due.

The creation and the release of the allowance for impaired receivables have been included in 'Sales and marketing expense' in the income statement.

The Group has a long term, standing non-recourse syndicate factoring agreement with BNP Paribas Fortis Factor and KBC Commercial Finance. The Agreement provides us with a maximum credit facility of up to €200.0 million and up to 95% of the amount of the approved outstanding receivables on all debtors that we transfer to the Factor. The remaining 5% of the relevant receivables is paid by the Factor to us upon receipt of payment from the relevant debtor, upon which also the remaining balance of the receivable is derecognized. Financing per debtor is capped at 10% of the aggregate amount of all approved outstanding receivables transferred to the Factor. Any financing within the credit limit is non-recourse to us.

Next to the above-mentioned Group factoring agreement a number of local non-recourse agreements are in place at local level. Bilateral factoring agreements are in place for Serenity (Italian subsidiary) with Ifitalia, Banca Sistema and BFF, and Ontex Russia has agreements with AK BARS BANK PJSC.

As at December 31, 2022, €165.5 million of financing was obtained through the factoring programs (€146.6 million in 2021), this is in addition to €3.4 million of financing which was obtained through the use of supply chain financing programs offered by our customers. The late payment risk related to the factoring has been assessed as immaterial at closing 2022 and 2021.

In accordance with IFRS 9 Financial instruments, all non-recourse trade receivables, included in these factoring programs, are derecognized for the non-continuing involvement part.

7.14. CASH AND CASH EQUIVALENTS

The net cash position as presented in the consolidated statement of cash flows is as follows:

in € million	December 31, 2022	December 31, 2021
Short-term bank deposits (no longer than 3 months)	15.4	58.3
Cash at bank and on hand	133.7	188.4
Total	149.1	246.7

The carrying amount of the cash and cash equivalents is a reasonable approximation of their fair value.

Ontex Russia has cash that can only be used to a certain extent by other entities within the group but is accessible on demand by the subsidiary and is therefore included in cash and cash equivalents in the statement of financial position.

The credit quality of the banks and financial institutions the Group is working with is mentioned in the following table:

in € million	December 31, 2022	December 31, 2021
AA	1.6	1.7
A	142.8	209.5
BBB	1.1	5.3
BB	1.4	17.9
B	-	7.5
No credit rating	2.2	4.8
Total	149.1	246.7

7.15. SHARE CAPITAL

The capital of €1,208.0 million is represented by 82,347,218 (authorized) shares, of which 1,270,500 treasury shares (2021: 1,381,140 treasury shares). As such, the ordinary shares held by third parties amount to 81,076,718 shares (2021: 80,966,078).

The issued capital is fully paid and consists of ordinary shares without par value.

7.16. EARNINGS PER SHARE

In accordance with IAS 33, the basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. The number of shares used for 2022 was 81,030,032, which is the weighted average number of shares for 2022 (2021: 80,950,106 shares).

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent (after adjusting for the effects of all dilutive potential ordinary shares) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

In case of Ontex Group NV, no effects of dilution affect the net profit attributable to ordinary equity holders. The table below reflects the income and share data used in the basic and diluted earnings per share computations:

	Full Year
in € million	2022	2021 ^*
Basic earnings
Profit/(loss) from continuing operations attributable to equity holders of the Company	(148.7)	(19.5)
Profit/loss attributable to equity holders of the Company	(270.3)	(61.9)
Diluted earnings
Profit/(loss) from continuing operations attributable to equity holders of the Company	(148.7)	(19.5)
Profit/loss attributable to equity holders of the Company	(270.3)	(61.9)
Adjusted Basic Earnings
Profit from continuing operations attributable to equity holders of the Company	(148.7)	(19.5)
EBITDA adjustments	103.0	59.7
Tax correction	(4.4)	(15.5)
Adjusted Basic Earnings	(50.1)	24.7
Adjustment dilution	-	-
Adjusted Earnings, after dilution effect	(50.1)	24.7

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations.

	Full Year
Number of Shares	2022	2021
Weighted average number of ordinary shares outstanding during the period	81,030,032	80,950,106
Dilution	285,935	230,027

	Full Year
Earnings per share (€)	2022	2021
For continuing operations
Basic earnings per share	(1.83)	(0.24)
Diluted earnings per share	(1.83)	(0.24)
Adjusted basic earnings per share	(0.62)	0.30
Adjusted diluted earnings per share	(0.62)	0.30
For continuing and discontinued operations
Basic earnings per share	(3.34)	(0.76)
Diluted earnings per share	(3.34)	(0.76)

A weighted average number of 3,377,976 options were not included in the denominator of the diluted earnings per share as they were out-of-the-money at year-end 2022 (2021: 2,320,425 options).

7.17. INTEREST-BEARING DEBTS

in € million	December 31, 2022	December 31, 2021
Non-current
Borrowings:	791.4	793.1
Senior Notes	573.8	572.1
Syndicated Term Loan A > 1 year	217.3	216.3
Other borrowings	0.2	4.6
Lease and other liabilities	100.4	92.1
Lease liabilities	100.4	92.1
Interest-bearing debts non-current	891.7	885.2
Current
Borrowings:	125.4	56.4
Senior revolving Facility B	115.0	-
Other borrowings	-	14.8
Interests:
Other borrowings	10.4	10.4
Total return swap	-	31.2
Lease and other liabilities	20.0	30.6
Lease liabilities	20.0	21.5
Other financial liabilities	(0.0)	9.1
Interest-bearing debts current	145.4	87.0
Total interest-bearing debts	1,037.1	972.2

All borrowings are denominated in € as of December 31, 2022.

On June 23, 2021 the Group refinanced it's syndicated credit facilities agreement (Syndicated Term Loan A) for an amount of €220.0 million, and a revolving credit facility (Senior Revolving Facility B) in an amount of up to €250.0 million. In addition, it issued a 5-year High Yield Bond ('Senior Notes') in an amount of €580.0 million with a coupon of 3.50%. The Syndicated Term Loan A of € 220.0 million due 2024 is carrying an interest rate of EURIBOR 3 months + margin of 3.90% (subject to the leverage). The Senior Revolving Facility due 2024 is carrying an interest rate of EURIBOR + margin of 3.60% (subject to the leverage), and was utilized for €115.0 million at closing 2022.

On July 29, 2015, a full hedging program (total return swap) for the share-based payment arrangements (LTIP) was implemented. For more information, see note 7.5.6 and 7.28. This program was stopped in 2022.

The following table reconciles the movements of the financial liabilities to the cash flows arising from financing activities:

December 31, 2022			Non-cash movements
in € million	Opening carrying amount	Cash flows	Acquisition	Exchange differences
Non-current interest-bearing debts
Borrowings	793.1	(0.4)	-	(0.8)
Lease and other liabilities	92.1	(25.0)	44.8	4.3
Current interest-bearing debts
Borrowings	56.4	75.9	-	0.7
Lease and other liabilities	30.6	1.0	-	0.2
Total liabilities from financing activities	972.2	51.5	44.8	4.4
Presented in the statement of cash flows (financing activities) as follows:
Proceeds from borrowings		133.2
Repayment of borrowings		(81.7)

December 31, 2022	Non-cash movements
in € million	Reclasses	Other	Closing carrying amount	Of which held for sale
Non-current interest-bearing debts
Borrowings	(1.1)	2.6	793.4	(2.0)
Lease and other liabilities	(1.6)	0.6	115.2	(14.8)
Current interest-bearing debts			-
Borrowings	1.1	-	134.1	(8.7)
Lease and other liabilities	1.6	0.0	33.5	(13.5)
Total liabilities from financing activities	0.0	3.2	1,076.1	(39.0)
Presented in the statement of cash flows (financing activities) as follows:
Proceeds from borrowings
Repayment of borrowings

December 31, 2021			Non-cash movements
in € million	Opening carrying amount	Cash flows	Acquisition	Exchange differences
Non-current interest-bearing debts
Borrowings	800.4	33.9	-	(0.1)
Lease and other liabilities	111.0	(22.7)	7.2	1.3
Current interest-bearing debts
Borrowings	341.1	(341.9)	-	0.2
Lease and other liabilities	25.2	5.4	-	0.2
Total liabilities from financing activities	1,277.7	(325.3)	7.2	1.7
Presented in the statement of cash flows (financing activities) as follows:
Proceeds from borrowings		799.3
Repayment of borrowings		(1,124.7)

December 31, 2021	Non-cash movements
in € million	Reclasses	Other	Closing carrying amount	Of which held for sale
Non-current interest-bearing debts
Borrowings	(48.2)	7.1	793.1	-
Lease and other liabilities	0.2	(4.9)	92.1	-
Current interest-bearing debts
Borrowings	48.2	8.8	56.4	-
Lease and other liabilities	(0.2)	-	30.6	-
Total liabilities from financing activities	0.0	10.9	972.2	-
Presented in the statement of cash flows (financing activities) as follows:
Proceeds from borrowings
Repayment of borrowings

7.17.1. Collateral for borrowings

The Group is subject to regular information covenants, and certain financial ratios are monitored. At year-end 2022 and 2021, all covenants were met.

No assets have been pledged in the context of the syndicated term loans. However, certain subsidiaries act as guarantors for these loans. For local borrowings, some machinery are pledged.

7.17.2. Other information

Serenity SPA has a total of €62.0 million lines of credit available, of which €19.5 million has been used through the issuance of external bank guarantees:

•	€30.0 million from UniCredit
•	€25.0 million from UBI
•	€7.0 million from BNL

A line of credit of AUD 1.0 million has been granted to Ontex Manufacturing Pty Ltd by Commonwealth Bank Australia, of which AUD 0.4 million has been used.

For Ontex BV, a bank guarantee issued by BNL is in place for €2.5 million in favor of the Italian Custom Agency as at December 31, 2022.

7.18. EMPLOYEE BENEFIT LIABILITIES

The Group grants its working and retired personnel post-employment benefits, long-term benefits, and termination benefits. These benefits have been valued in conformity with IAS 19. The related IAS 19 liability recognized in the statement of financial position can be analyzed as follows:

in € million	December 31, 2022	December 31, 2021
Post-employment benefits	12.5	20.1
Long-term benefits	1.1	1.9
Employee benefit liabilities	13.5	22.0
Short-term employee benefit liabilities	40.4	46.2
Net liability	54.0	68.2

The calculation of the liability is based on actuarial assumptions that have been determined on the various statement of financial position dates. They are based not only on macro-economic factors valid for the dates in question but also on the specific characteristics of the various schemes evaluated. They represent the Group's best estimate for the future. They are periodically reviewed in accordance with the evolution of the markets and available statistics.

Post-employment benefits

Ontex makes payments on a defined contribution basis to both state and private pension arrangements across our operations. In addition, Ontex operates a defined benefit insurance scheme in Belgium and Ontex also has an obligation to make severance payments to employees upon their retirement in France.

Ontex also operates several unfunded pension arrangements in respect of our German operations. The German operations do not fund the pension arrangements but reflect pension scheme liabilities in company accounts on an IAS 19 basis. The pension benefits are paid by the relevant company as they fall due.

The Group operates a couple of defined contribution (DC) plans which receive fixed contributions. The Group's legal or constructive obligation for these plans is limited to the contributions. The expense recognized in the current period in relation to these contributions amounts to €4.1 million (see also note 7.22 below; 2021: €4.9 million). The 2021 amount has been restated following the classification of the Emerging Markets as discontinued operations.

In Belgium, the defined contribution (DC) plans are subject to a minimum guaranteed rate of return by law and are hence treated as defined benefit (DB) plans. In practice, this guarantee is mainly covered by insurance companies. As there is no deficit as per December 31, 2022, no liability has been recognized (2021: nil). The accumulated reserves of these plans are equal to the assets. There are no risks to which the plan exposes the entity, focusing on any unusual, entity-specific or plan-specific risks, and of any significant concentrations of risk.

Reconciliation of the post-employment employee benefit liabilities

in € million	December 31, 2022	December 31, 2021
RECOGNITION OF THE OBLIGATION
Defined benefit obligation (DBO) at end of period	(26.2)	(33.6)
Fair value of plan assets at end of period	15.2	14.7
Funded status	(11.1)	(18.9)
Net (liability)/asset in statement of financial position	(11.1)	(18.9)
Defined benefit cost
Current service cost	(2.2)	(3.2)
Past service cost	-	0.7
Service cost recognized in Income Statement	(2.2)	(2.6)
Interest expense on DBO	(0.3)	(0.4)
Interest income on plan assets	0.2	0.1
Net interest cost	(0.2)	(0.2)
Pension expense	(2.4)	(2.8)

in € million	December 31, 2022	December 31, 2021
RECONCILIATION OF THE OBLIGATION
Defined benefit obligation (DBO) at beginning of year	(33.6)	(36.3)
Transfer to liability held for sale	2.4	-
Current service cost	(2.2)	(3.2)
Past service cost	-	0.7
Service cost	(2.2)	(2.6)
Interest expense on DBO	(0.3)	(0.4)
Participant contributions	(0.1)	(0.1)
Administrative expenses included in the DBO	0.1	0.1
Taxes included in the DBO	0.1	0.2
Benefit payments from plan	0.4	0.2
Benefit payments from employer	0.5	0.5
Effect of changes in financial assumptions	5.4	2.5
Effect of experience adjustments	1.1	2.0
Effect of changes in foreign exchange rates	-	0.3
Defined benefit obligation (DBO) at end of year	(26.2)	(33.6)

in € million	December 31, 2022	December 31, 2021
RECONCILIATION OF PLAN ASSETS AT FAIR VALUE
Fair value of plan assets at beginning of year	14.7	13.5
Transfer to liability held for sale	(0.4)	-
Interest income	0.2	0.1
Employer contribution	1.6	1.9
Plan participants' contributions	0.1	0.1
Benefit payments from plan	(0.4)	(0.2)
Benefit payments from employer	(0.5)	(0.5)
Administrative expenses included in the DBO	(0.1)	(0.1)
Taxes paid from plan assets	(0.1)	(0.2)
Return on plan assets (excluding interest income)	0.0	0.1
Fair value of plan assets at end of year	15.2	14.7

in € million	December 31, 2022	December 31, 2021
RECONCILIATION OF NET (LIABILITY)/ASSET IN STATEMENT OF FINANCIAL POSITION
Net (liability)/asset at beginning of year	(18.9)	(22.8)
Transfer to liability held for sale	2.0	-
Defined benefit cost included in the income statement	(2.2)	(2.6)
Net interest expense	(0.2)	(0.2)
Total remeasurements included in OCI	6.5	4.6
Employer contributions	1.6	1.9
Effect of changes in foreign exchange rates	-	0.3
Net (liability)/asset at end of year	(11.1)	(18.9)
Unfunded versus Funded
Part of DBO from plans that are wholly unfunded	(11.1)	(18.9)

The plan assets consist of insurance contracts.

Expected contributions to post-employment benefit plans for the year ending December 31, 2023 are €1.5 million.

Significant actuarial assumptions

	COUNTRY
December 31, 2022	Belgium	Germany	France	Italy
Discount rate	3.55%	3,35% / 3,30% / 3,55%	3.35%	3.45%
Expected Interest Income	3.55%	3,35% / 3,30% / 3,55%	3.35%	3.45%
Salary increase rate (on top of inflation)	3.50%	0.00% / N/A / N/A	3.50%	N/A
Rate of inflation	2.25%	2,25% / 0,00% / 2,25%	2.55%	2.50%
Mortality table	MR FR with age correction minus 5 years	Heubeck 2018 G	INSEE 2017/2019	IPS55
Turnover table/rates	None	Only Jubilee: 10% of employees 60 years old and younger	Client's table by category	5% p.a. flat up to age 50 and 2% p.a. flat from age 51 to retirement including an allowance for advance payments
Disability table/rates	N/A	N/A	N/A	N/A
Weighted average durations	12.7	11.3	11.6	10.6

	COUNTRY
December 31, 2021	Turkey	Mexico	Pakistan	Belgium
Discount rate	19.60%	7.76%	10.75%	1.20%
Expected Interest Income	19.60%	7.76%	10.75%	1.20%
Salary increase rate (on top of inflation)	13.00%	4.54%	10.75%	3.25%
Rate of inflation	13.00%	4.00%	8.98%	1.75%
Mortality table	C.S.O. 1980	EMSSA09	State Life Insurance Corporation (SLIC) 2001-2005	MR FR with age correction minus 5 years
Turnover table/rates	Company specific	Based on company experience	3.7%	None
Disability table/rates	N/A	N/A	N/A	N/A
Weighted average durations	7.3	13.8	53.7	16.2

	COUNTRY
December 31, 2021	Germany	France	Italy
Discount rate	0,70% / 0,90% / 1,00%	0.95%	0.90%
Expected Interest Income	0,70% / 0,90% / 1,00%	0.95%	0.90%
Salary increase rate (on top of inflation)	0.00% / N/A / N/A	2.50%	N/A
Rate of inflation	1,75% / 0,00% / 1,75%	1.75%	1.50%
Mortality table	Heubeck 2018 G	INSEE 2016/2018	IPS55
Turnover table/rates	Only Jubilee: 10% of employees 60 years old and younger	Client's table by category	5% p.a. flat up to age 50 and 2% p.a. flat from age 51 to retirement including an allowance for advance payments
Disability table/rates	N/A	N/A	N/A
Weighted average durations	8.9	12.6	10.4

There are no unusual entity-specific or plan-specific risks to which the plan exposes the entity, neither are there any significant concentrations of risk.

The sensitivity analyses below have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period.

	December 31, 2022
in € million	Belgium	Germany	France	Italy
Discount rate - 0,25bp	(17.5)	(6.8)	(1.7)	(1.6)
Discount rate + 0.25bp	17.2	6.5	1.6	1.6
Salary increase - 0.25bp	(0.1)	(5.9)	(1.6)	(1.6)
Salary increase + 0.25bp	0.1	5.9	1.7	1.6

	December 31, 2021
in € million	Turkey	Mexico	Pakistan	Belgium
Discount rate - 0,25bp	(0.9)	(1.5)	(0.5)	(21.3)
Discount rate + 0.25bp	0.8	1.4	0.4	19.7
Salary increase - 0.25bp	(0.8)	(1.5)	(0.4)	(20.3)
Salary increase + 0.25bp	0.9	1.5	0.5	20.6

	December 31, 2021
in € million	Germany	France	Italy
Discount rate - 0,25bp	(9.4)	(1.9)	(1.9)
Discount rate + 0.25bp	9.0	1.8	1.8
Salary increase - 0.25bp	(9.2)	(1.8)	(1.8)
Salary increase + 0.25bp	9.2	1.9	1.8

Post-Employment Benefits by Country

	December 31, 2022
in € million	Belgium	Germany	France	Italy
RECOGNITION OF THE OBLIGATION
Defined benefit obligation (DBO) at end of period	(16.5)	(6.5)	(1.6)	(1.6)
Fair value of plan assets at end of period	15.2	-	-	-
Funded status	(1.3)	(6.5)	(1.6)	(1.6)
Net (liability)/asset in statement of financial position	(1.3)	(6.5)	(1.6)	(1.6)

	December 31, 2021
in € million	Turkey	Mexico	Pakistan	Belgium
RECOGNITION OF THE OBLIGATION
Defined benefit obligation (DBO) at end of period	(0.6)	(1.5)	(0.4)	(19.2)
Fair value of plan assets at end of period	-	-	0.4	14.4
Funded status	(0.6)	(1.5)	(0.0)	(4.9)
Net (liability)/asset in statement of financial position	(0.6)	(1.5)	(0.0)	(4.9)

	December 31, 2021
in € million	Germany	France	Italy
RECOGNITION OF THE OBLIGATION
Defined benefit obligation (DBO) at end of period	(8.3)	(1.8)	(1.8)
Fair value of plan assets at end of period	-	-	-
Funded status	(8.3)	(1.8)	(1.8)
Net (liability)/asset in statement of financial position	(8.3)	(1.8)	(1.8)

7.19. DEFERRED TAXES AND CURRENT TAXES

7.19.1. Deferred taxes

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset and when the deferred taxes relate to the same fiscal authority. The deferred tax assets and liabilities are attributable to the following items:

	December 31, 2022		December 31, 2021
in € million	Deferred tax asset	Deferred tax liability	Deferred tax asset	Deferred tax liability
Intangible assets	1.1	-	-	(0.9)
Property, plant and equipment	-	(45.4)	-	(40.7)
Leases	19.5	(14.9)	22.7	(19.8)
Inventories	2.8	-	1.7	-
Financial instruments	0.0	-	35.8	(36.6)
Employee benefits	3.1	-	5.8	-
Accrued expenses and other payables	3.9	-	8.9	-
Others	-	(0.1)	2.5	-
Tax losses	126.0	-	162.6	-
Tax credit	15.9	-	9.4	-
Deferred tax assets & liabilities - Gross	172.4	(60.3)	249.3	(98.0)
Net deferred tax assets not recognized	(121.2)	-	(154.1)	-
Offsetting	(39.0)	39.0	(75.5)	75.5
Deferred tax assets & liabilities - Net	12.1	(21.3)	19.7	(22.5)

Deferred tax assets are recognized on temporary differences, tax attributes carried forward and tax losses carried forward to the extent that the realization of the related tax benefit through the future taxable profits is probable.

The tax losses carried forward mainly relate to France, Belgium and Spain. In Belgium and France, deferred tax assets have been recognized on tax losses carried forward considering the expected taxable profits in the foreseeable future.

The Group did not recognize deferred tax assets for an amount of €121.2 million (2021: €154.1 million) on the tax losses carried forward. Tax losses can in principle be carried forward indefinitely.

The Group did not recognize deferred taxes associated with investments in subsidiaries. There is currently no policy or detailed plan in relation to the payment of dividends within the Group.

7.19.2. Current taxes

in € million	December 31, 2022	December 31, 2021
Current tax assets	5.0	15.0
Current tax liabilities	(23.0)	(31.8)

The current tax assets mainly relate to the excess of pre-payments made compared to the actual income tax payable for the year. The current tax liabilities include an amount of €14.8 million actual corporate taxes payable (2021: €19.5 million) and €8.2 million of provision for uncertain taxes (2021: €12.3 million).

7.20. CURRENT AND NON-CURRENT LIABILITIES

Other current liabilities (excluding provisions, income tax liabilities, financial liabilities and liabilities directly associated with non-current assets intended for sale) can be presented as follows:

in € million	December 31, 2022	December 31, 2021
Accrued expenses and other payables	22.6	39.0
Current accrued expenses and other payables	22.6	39.0
Trade payables	405.3	532.6
Employee benefit liabilities	40.4	46.2
Total current liabilities	468.3	617.8

7.21. PROVISIONS

in € million	Legal claims	Restructuring	Other	Total
Opening Balance	7.9	24.5	0.2	32.6
Additional provisions	0.2	0.5	0.0	0.7
Unused amounts reversed	(0.1)	(1.2)	-	(1.3)
Used during the year	(0.1)	(22.6)	(0.1)	(22.9)
Reclassified as held for sale	(1.1)	(0.1)	-	(1.2)
As at December 31, 2022	6.8	1.1	0.1	8.0
Of which current	6.8	1.1	0.1	8.0

The restructuring provisions used in 2022 was recognized in 2021 and related to the strategic review of the geographical footprint, launched at year-end 2020 and confirmed in 2021. The provision mainly included termination benefits.

The Group recognizes a provision for certain legal claims filed against the Group by customers, suppliers or former employees.

On September 2, 2014, Ontex received a notification that the Spanish Competition Authorities (CNMC) opened infringement proceedings against 15 companies in the sector (including three subsidiaries of the Company: Ontex Es Holdco, S.A., Ontex Peninsular, S.A.U. and Ontex ID, S.A.U.) with respect to alleged conduct of fixing prices and other commercial conditions in the Spanish market for heavy adult incontinence products. On May 26, 2016, following the investigation, the CNMC issued its decision. In its decision it has found eight companies, including Ontex' Spanish subsidiaries guilty of being part of a cartel. For its involvement from 1999 to 2014, Ontex was fined €5.2 million. Ontex initiated an appeal against the decision and this appeal was rejected by judgement of September 2022. Ontex has filed a subsequent request demanding correction of the judgement that rejected Ontex's appeal and will consider further steps once the request has been processed. As per December 31, 2016, a provision amounting to €5.2 million has been accounted for. The provision has not been adjusted per December 31, 2022.

7.22. EMPLOYEE BENEFIT EXPENSES

	Full Year
in € million	2022	2021 ^*
Wages and salaries	(193.7)	(185.8)
Social security costs	(44.8)	(45.7)
Defined benefit plans - Service cost	(2.2)	(2.4)
Defined contribution costs	(4.1)	(4.9)
Other employee benefit expenses	(40.8)	(33.3)
Total employee benefit expenses	(285.6)	(272.2)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €81.1 million.

The FTEs listed in the table below only contains the employees part of the continuing operations and therefore deviates significantly from the number of employees included in section 1.2.

In Full-Time Equivalents	2022	2021 ^*
Average number of total employees	5,351	5,370
Of which:
- workers	3,323	3,486
- employees	1,966	1,824
- management	62	59

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of 3.974 average number of total employees.

7.23. OTHER OPERATING INCOME/(EXPENSES), NET

	Full Year
in € million	2022	2021 ^*
Foreign exchange differences on operating activities	8.5	(1.9)
Losses on sale of assets	(0.6)	(0.0)
Other income/(expenses)	(2.8)	(5.0)
Total other operating income/(expense), net	5.1	(7.0)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having a negative impact of €1.4 million.

"Other income/(expenses)" consists mainly of depreciation expenses on idle equipment and machinery and pension expenses.

7.24. EBITDA ADJUSTMENTS

	Full Year
in € million	2022	2021 ^*
Business restructuring	(10.8)	(33.0)
Acquisition and disposal of businesses	(0.3)	(1.1)
Refinancing	-	(0.1)
Income and expenses related to changes to Group structure	(11.2)	(34.2)
Impairment of assets	(91.0)	(23.5)
Litigation and legal claims	(0.2)	(3.2)
Other	(0.6)	1.2
Income and expenses related to impairments and major litigations	(91.8)	(25.5)
Total EBITDA adjustments	(103.0)	(59.7)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €25.1 million

Items classified under the heading EBITDA adjustments are those items that are considered by management not to relate to items in the ordinary course of activities of the Company. The Group has adopted this classification to allow a better understanding of its recurring financial performance.

These items are presented as follows in the consolidated income statement as follows:

•	income and expenses related to changes to Group structure; and
•	income and expenses related to impairments and major litigations.

7.24.1. Income and expenses related to changes to Group structure

Restructuring

In 2021, the cost relates to the restructuring expenses in the context of the redistribution/re-allocation of production capabilities and the strategic review of the geographical footprint of the Group. As such, the Company decided to downsize some production capacity which has been announced to the relevant stakeholders and incurred costs for a total amount of €26.4 million in 2021, of which €23.8 million was recognized as a restructuring provision during 2021. Costs related to this exercise amounted to €5.4 million in 2022.

The Group announced in the fourth quarter of 2020 an in-depth review of the Group's overhead cost structure. The costs incurred in 2021 amount to €7.5 million.

The difference with the figures included in the annual report of 2021 is explained by the part related to the Emerging Markets.

7.24.2. Income and expenses related to impairments and major litigations

Impairment of assets

In 2022, the impairment losses mainly include the impairment of goodwill related to the Russian business (€84.1 million) and also some impairment losses on idle machinery.

In 2021, the impairment losses mainly include the impairment losses on idle machinery.

Litigation and claims

The Company incurred specific legal fees in the context of certain on-going or potential litigation matters which are expected to result in a potential benefit for the Company or in the avoidance of potential future expenses.

7.25. EXPENSES BY NATURE

Expenses by nature represent an alternative disclosure for amounts included in the consolidated income statement. There are classified under 'Cost of sales', 'Distribution expenses', 'Sales and marketing expenses', 'General administrative expenses' and 'Other operating income / expense (net)' in respect of the years ended December 31:

		Full Year
in € million	Note	2022	2021 ^*
Changes in inventories		2.8	(2.8)
Raw materials and consumables purchased		(1,048.1)	(777.0)
Employee benefit expenses	22	(285.6)	(272.2)
Depreciation and amortization	9, 10, 11	(70.4)	(65.7)
Rendered services		(223.9)	(178.5)
Lease expenses	11	(18.5)	(15.0)
Other income / (expenses)	23	5.1	(7.0)
Total cost of sales, distribution expenses, sales and marketing expenses, general administrative expenses and other operating income / (expense)		(1,638.6)	(1,318.1)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €623.7 million.

7.26. NET FINANCE COST

The various items comprising the net finance cost are as follows:

	Full Year
in € million	2022	2021 ^*
Interest income on current assets	0.8	0.6
Other	0.0	(0.0)
Finance income	0.8	0.6
Interest expense on group borrowings	(30.6)	(21.7)
Amortization of borrowing expenses	(2.7)	(7.1)
Interest expense on other borrowings and other liabilities	(8.4)	(6.0)
Interest expense	(41.7)	(34.7)
Banking cost	(1.1)	(1.3)
Factor fee	(1.1)	(1.2)
Losses on derivatives and deports forward contracts	(3.2)	(0.3)
Other	(2.3)	(2.1)
Finance cost	(49.3)	(39.6)
Finance income as per income statement	0.8	0.6
Finance expense as per income statement	(49.3)	(39.6)
Net exchange differences relating to financing activities	(2.4)	(2.5)
Net finance cost as per income statement	(50.9)	(41.5)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €1.1 million

The interest expense on other borrowings and other liabilities includes also the interest expense on lease liabilities as disclosed in note 7.11.

7.27. INCOME TAX EXPENSE

The income tax (charged)/credited to the income statement during the year is as follows:

	Full Year
in € million	2022	2021 ^*
Current tax (expense) / income	(16.3)	(12.4)
Deferred tax (expense) / income	(12.1)	3.5
Total income tax expense	(28.4)	(8.9)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €9.1 million.

The income tax expense can be reconciled as follows:

	Full Year
in € million	2022	2021 ^*
Profit/(loss) before income tax	(120.3)	(10.6)
Income tax expense calculated at domestic tax rates	27.1	2.6
Disallowed expenses	(2.6)	(4.1)
Tax-exempt income	1.0	1.3
Impairment of goodwill	(19.3)	-
Write-off of previously recognized deferred tax assets on losses	(12.0)	(10.1)
Current year tax losses not recognized as deferred tax asset	(23.4)	(1.4)
Recognition of previously unrecognized deferred tax assets on losses	1.6	0.4
Adjustments in respect of prior year	(1.5)	0.7
Difference in statutory tax rates	-	(0.2)
Exchange rate differences	-	0.1
Other	0.8	1.8
Total income tax expense	(28.4)	(8.9)

^* The 2021 consolidated income statement has been restated following the classification of the Emerging Markets as discontinued operations having an impact of €9.1 million.

7.28. SHARE-BASED PAYMENTS

Since September 2014 the Company implemented yearly Long-Term Incentive Plans ('LTIP'), which are based on a combination of stock options (further 'Options') and restricted stock units (further 'RSU's'). In 2019 the long-term incentive plan changed in a combination of RSU's, Options and Performance Stock Units (further 'PSU's'), each representing one third of the total long-term incentive grant value. The Options, RSU's and PSU's are accounted for as equity-settled share-based payments. The Options, RSU's and PSU's can only vest and Options giving the right to receive shares of the Company (further 'Shares') or any other rights to acquire Shares can only be exercisable as from three years after the grant. The RSU's, PSU's and Options will vest subject to the condition that the participant remains in service. The share price is considered to be the relevant performance indicator and the vesting of the award will not be subject to additional specific performance conditions, except for PSU's. For the vesting of the PSU's, the Board has set targets for the next 3-year performance period in terms of specific targets (both finance and non-finance KPI's). The Articles of Association authorize the Company to deviate from such rule, as allowed under the Belgian Companies Code.

The exercise price of the Options will be equal to the last closing rating of the Share immediately preceding the option grant date. For the Options, the exercise period will start on the vesting date.

The Shares underlying the RSU's and PSU's will be granted for free as soon as practicable after the vesting date of the RSU's and the PSU's.

Upon vesting of RSU's and PSU's, the Shares underlying the RSU's and PSU's are transferred to the participants, while upon vesting, Options may be exercised until their expiry date (eight years from the date of grant).

On or about June 26, 2015, a total of 159,413stock options and 38,294 RSU's were granted, 37,339 options and 38,294 RSU's have forfeited, expired or have been exercised as of December 31, 2022. The stock options and RSU's are exercisable between June 2018 and June 2023.

On or about June 15, 2016, a total of 322,294 stock options and 75,227 RSU's were granted, 87,768 options and 75,227 RSU's have forfeited, expired or have been exercised as of December 31, 2022. The stock options and RSU's are exercisable between June 2019 and June 2024.

On or about May 10, 2017 a total of 299,914 stock options and 69,023 RSU's were granted, 76,529 options and 69,023 RSU's have forfeited, expired or have been exercised as of December 31, 2022. The stock options and RSU's are exercisable between June 2020 and June 2025.

On or about June 15, 2018, a total of 471,064 stock options and 93,576 RSU's were granted, 155,215 options and 93,576 RSU's have forfeited, expired or have been exercised as of December 31, 2022. The stock options and RSU's are exercisable between June 2021 and June 2026.

On or about June 13, 2019, a total of 393,403 stock options, 124,420 RSU's and 124,420 PSU's were granted. 166,048 options, 124,420 RSU's and 124,420 PSU's have forfeited, expired or have been exercised as of December 31, 2022. The stock options and RSU's are exercisable between June 2022 and June 2027.

On or about May 28, 2020, the Group granted an LTIP plan consisting of 374,622 stock options, 119,244 RSU's and 119,244 PSU's. 179,724 options, 67,143 RSU's and 57,496 PSU's have forfeited, expired or have been exercised as of December 31, 2022. The stock options and RSU's are exercisable between June 2023 and June 2028.

On or about May 27, 2021, the Group granted an LTIP plan consisting of 432,438 PSU's. 120,133 PSU's have forfeited, expired or have been exercised as of December 31, 2022. The PSU's are exercisable between June 2024 and June 2029.

During the period, the Group granted a new LTIP plan consisting of 611,477 PSU's. 125,673 PSU's have forfeited, expired or have been exercised as of December 31, 2022. The PSU's are exercisable between March 2025 and March 2030.

The Board of Directors of the Group has decided on June 1, 2015 to implement a full hedging program (total return swap) for the share-based payment arrangements starting July 1, 2015 and renewed on an annual basis. This program was not renewed in 2022.

The following share-based payment arrangements were in existence during the current and prior years:

	Expiry Date	Exercise Price per stock option (€)	Weighted average Fair value (€)	# stock options/ RSU's/PSU's December 31, 2022	# stock options/ RSU's/PSU's December 31, 2021
LTIP 2015
Options	2023	26.60	6.39	122,074	123,881
RSU's	2018	N/A	24.45	-	-
LTIP 2016
Options	2024	28.44	6.64	234,526	252,489
RSU's	2019	N/A	26.48	-	-
LTIP 2017
Options	2025	33.11	7.62	223,385	239,111
RSU's	2020	N/A	30.45	-	-
LTIP 2018
Options	2026	23.56	4.68	315,849	359,352
RSU's	2021	N/A	21.35	-	-
LTIP 2019
Options	2027	14.0	3.99	227,355	283,126
RSU's	2022	N/A	12.05	-	68,962
PSU's	2022	N/A	12.05	-	87,668
LTIP 2020
Options	2028	13.9	3.13	194,898	241,981
RSU's	2023	N/A	11.86	52,101	63,017
PSU's	2023	N/A	11.86	61,748	72,673
LTIP 2021
PSU's	2024	N/A	10.37	312,305	393,081
LTIP 2022
PSU's	2025	N/A	7.30	485,804	-
Total outstanding stock options				1,318,087	1,656,616
Total outstanding RSU's				52,101	131,979
Total outstanding PSU's				859,857	553,422

The following reconciles the options and RSU's outstanding at the beginning and end of the year:

	Average exercise price per stock option (€) ¹	Stock options	RSU's	PSU's
As at January 1, 2021	29.76	1,662,616	247,862	173,822
Granted	-	-	-	432,438
Forfeited	14.08	(6,000)	(13,891)	(52,838)
Exercised	-	-	(101,992)	-
As at December 31, 2021	22.33	1,656,616	131,979	553,422
Granted	-	-	-	611,477
Forfeited	18.73	(338,529)	(16,738)	(305,042)
Exercised	-	-	(63,140)	-
As at December 31, 2022	23.25	1,318,087	52,101	859,857
of which vested and exercisable	-	1,123,189	-	-

¹ The average exercise price mentioned in the table above relates only to the stock options, as the RSU's and PSU's do not have an exercise price.

The fair value of the stock options has been determined based on the Black&Scholes model. The expected volatility used in the model is based on the historical volatility of the Company.

Below is an overview of all the parameters used in this model:

	LTIP 2015	LTIP 2016	LTIP 2017	LTIP 2018	LTIP 2019
Exercise Price (€)	26.60	28.44	33.11	23.56	14.00
Expected volatility of the shares (%)	26.32%	26.56%	27.12%	25.63%	37.98%
Expected dividends yield (%)	2.14%	1.98%	2.31%	2.70%	3.82%
Risk free interest rate (%)	1.02%	0.37%	0.60%	0.69%	0.10%

	LTIP 2020	LTIP 2021	LTIP 2022
Exercise Price (€)	13.90	-	-
Expected volatility of the shares (%)	31.90%	43.12%	39.01%
Expected dividends yield (%)	4.00%	3.00%	4.10%
Risk free interest rate (%)	-0.18%	0.00%	0.00%

The fair value of the RSU's and PSU's has been determined by deducting from the exercise price the expected and discounted dividend flow, based on the same parameters as above.

The total cost incurred regarding the existing share-based payment plans amounted to €1.1 million during 2022 and was included within employee benefit expenses. Social charges related to the LTIP are accrued for over the vesting period.

7.29. CONTINGENCIES

The Group is involved in a number of environmental, contractual, product liability, intellectual property, employment and other claims and disputes incidental to our business.

COFECE, the Mexican antitrust authority, conducted an investigation into our industry and confirmed Mabe and certain individuals committed antitrust violations on periods prior to the acquisition of Grupo PI Mabe, S.A. de C.V. ("Mabe") by Ontex; such decision is being appealed on grounds of unconstitutionality of the fines imposed. Based on the confirmed findings of the investigation (all related to pre-Ontex acquisition of Mabe) and in light of the contractual terms of the Mabe acquisition, the Group does not expect this to result in a net financial cost to it.

State Sales Tax (ICMS), the State of Goias issued a decree determining Falcon Distribuição Armazenamento e Transportes S/A (Falcon) to pay a contribution to the Social Protection Fund of the State of Goias (PROTEGE). Falcon received a tax assessment, but filed a lawsuit against the Treasury office of the State of Goias and is currently awaiting the judgement by the court. The Group believes that there are good arguments to defend the case and as such the Group does not believe a loss is probable.

The Group currently believes that the disposition of the claims and disputes, individually or in aggregate, should not have a material adverse effect on our consolidated financial condition, results of operations or liquidity.

7.30. COMMITMENTS

7.30.1. Capital commitments

The Group has contracted expenditures for the acquisition of property, plant and equipment at December 31, 2022 of €21.6 million (2021: €18.9 million). The amount of 2021 has been adjusted to only reflect the continuing operations.

7.30.2. Bank guarantees

As indicated in note 7.17 'Interest-bearing debts', no assets are pledged as security for these borrowings. The entire amount of the Group's bank borrowings and accrued interest are secured according to collective pledge agreements.

The Group has given bank guarantees for an amount of €19.5 million in order to participate in public tenders as at December 31, 2022 (2021: €18.7 million).

7.31. RELATED PARTY TRANSACTIONS

As part of our business, Ontex has entered into several transactions with related parties.

7.31.1. Consolidated companies

A list of subsidiaries is given in note 7.7 'List of consolidated companies'.

7.31.2. Relations with the shareholders

There are no transactions with shareholders per December 31, 2022 (nor in 2021).

7.31.3. Relations with non-executive members of the Board of Directors

	Full Year
in € million	2022	2021
Remuneration	1.6	1.4

7.31.4. Relations with the key management personnel

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Group. Key management for the Group are all the members of Management Committee.

7.31.5. Key management compensation

Remuneration of the CEO	Full Year
in € million	2022	2021
Fixed and variable remuneration	2.0	1.6

Remuneration of the Executive Team (excluding the CEO)	Full Year
in € million	2022	2021
Fixed remuneration	3.0	4.5
Variable remuneration	1.3	1.5
Other remuneration	0.6	0.6
Total	4.9	6.6

The other remuneration relates mainly to post-employment benefit plans. For a more detailed breakdown, see the Remuneration report.

The Company implemented Long-Term Incentive Plans ('LTIP'), which are based on a combination of stock options, restricted stock units and performance stock units (see note 7.28).

The number of stock options, restricted stock units and performance stock units granted to the CEO and the Executive Management Team is summarized below:

For the year ended December 31, 2022	Number of RSU's	Number of PSU's	Number of Stock Options
LTIP 2018
CEO	14,921	-	75,114
Executive Team (excluding CEO)	47,478	-	239,016
LTIP 2019
CEO	18,414	18,414	64,610
Executive Team (excluding CEO)	53,376	53,376	171,928
LTIP 2020
CEO	19,891	19,891	88,333
Executive Team (excluding CEO)	56,265	56,265	249,870
LTIP 2021
CEO	-	94,954	-
Executive Team (excluding CEO)	-	229,572	-
LTIP 2022
CEO	-	149,891	-
Executive Team (excluding CEO)	-	213,070	-

7.32. EVENTS AFTER THE END OF THE REPORTING PERIOD

There were no significant events that occurred after the end of the reporting period.

7.33. AUDIT FEES

	Full Year
in € thousands	2022	2021
Audit Fees	1,464.2	1,165.0
Additional Services rendered by the auditor's mandate:
Audit related fees	192.5	363.7
Tax advisory & compliance services	45.2	30.0
Total	1,701.9	1,558.7

The fees in the above table concern the audit fees for the full Group and not only the continuing operations.

8. SUMMARY STATUTORY FINANCIAL STATEMENTS

8.1. STATUTORY BALANCE SHEET AFTER APPROPRIATION

in € million	2022	2021
ASSETS	3,031.3	3,225.0
FIXED ASSETS	2,699.5	2,824.1
Formation expenses	-	0.1
Intangible assets	14.3	15.7
Tangible assets	0.6	0.9
Financial fixed assets	2,684.6	2,807.5
Participating interests	1,687.1	1,908.0
Amounts receivable	997.4	899.4
Other financial fixed assets	0.1	0.1
CURRENT ASSETS	331.8	400.9
Amounts receivable within one year	183.8	221.6
Treasury shares	7.9	9.7
Cash at bank and in hand	110.0	153.2
Deferred charges and accrued income	30.2	16.4
in € million	2022	2021
EQUITY AND LIABILITIES	3,031.3	3,225.0
EQUITY	1,659.0	1,904.0
Capital	823.6	823.6
Share premium	412.7	412.7
Reserves	265.6	267.3
Accumulated profits/(losses)	157.2	400.4
PROVISIONS AND DEFERRED TAXES	6.1	5.0
AMOUNTS PAYABLE	1,366.2	1,316.0
Amounts payable after more than one year	800.0	830.0
Financial debt	800.0	830.0
Amounts payable within one year	555.1	475.2
Financial debt	307.1	173.0
Trade debts	14.9	11.5
Taxes, remunerations and social security	3.6	3.4
Other amounts payable	229.5	287.3
Accruals and deferred income	11.1	10.9

8.2. STATUTORY INCOME STATEMENT

in € million	2022	2021
Operating income	24.6	45.6
Operating charges	(61.9)	(64.5)
Operating loss	(37.3)	(18.9)
Financial result	(205.7)	(0.8)
Profit/(loss) for the period before taxes	(243.0)	(19.7)
Income taxes	(2.0)	(0.1)
Profit/(loss) for the period	(245.0)	(19.7)

8.3. EXTRACT FROM ONTEX GROUP NV SEPARATE (NON-CONSOLIDATED) FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH BELGIAN GAAP

The preceding information is extracted from the separate Belgian GAAP financial statements of Ontex Group NV and is included as required by article 3:17 of the Belgian Company Code. The separate financial statements, together with the annual report of the Board of Directors and the auditors' report to the general assembly of shareholders, will be filed with the National Bank of Belgium within the legally foreseen time limits. These documents are also available on request at Ontex Group NV, Korte Keppestraat 21, 9320 Aalst (Erembodegem).

The statutory auditor's report is unqualified and certifies that the non-consolidated financial statements of Ontex Group NV prepared in accordance with Belgian GAAP for the year ended December 31, 2022 (full financial year) give a true and fair view of the financial position and results of Ontex Group NV in accordance with the legal and regulatory dispositions applicable in Belgium.

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