XHEL:APETIT ESEF Annual Report
Apetit Oyj (XHEL:APETIT)
ESEF Annual Report
2026-03-12
For: 2025-12-31
View Original
Added on
September 23, 2026
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Apetit Plc
Business ID 0197395-5
Apetit group
Board of Directors' Report and Financial Statements
1.1.2025-31.12.2025
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BOARD OF DIRECTOR’S REPORT
Apetit is a food industry company that focuses on plant-based food
products and is firmly rooted in domestic primary production in both
of its operating countries. Its product groups include frozen
vegetables, frozen ready meals and vegetable oils and rapeseed
expeller. The company’s main market areas are in Finland and
Sweden. Apetit is also active in international food and oilseed product
markets.
The Group’s businesses and reporting segments are Food Solutions
and Oilseed Products. In addition to the two reporting segments,
Apetit reports Group Functions, consisting of the expenses related to
Group management and strategic projects, that are not allocated to
the business segments.
The Food Solutions segment consists of Apetit Ruoka Oy and its
subsidiary Foodhills AB. Apetit Kasviöljy Oy is responsible for Oilseed
Products. The result of the associated company Sucros Ltd is reported
below the operating profit.
Apetit’s shares have been quoted on Nasdaq Helsinki since 1989, and
the company is domiciled in Säkylä.
Profit And Financial Position
NET SALES AND PROFIT
Net sales in January–December were EUR 167.6 (162.6) million.
Operating result was EUR 13.7 (9.3)
million. The operating result
includes capitalisation of fixed costs arising from harvest-time
production in the amount of EUR 0.7 (0.6) million. The impact of the
bargain purchase of Foodhills on the profit of Food Solutions was EUR
8.3 million. The operating result excluding the impact of the
acquisition of Foodhills was EUR 5.9 million
The share of the profit of the associated company Sucros was EUR -
2.8 (1.6)
million in January–December. The decline in profit of Sucros
was due to a sharp decline in the general market price of sugar.
Financial income and expenses totalled EUR -0.9 (-0.6) million.
The profit before taxes was EUR 10.0 (10.3) million, and taxes on the
profit for the period came to EUR -1.0 (-1.8)
million. Profit for the
period came to 9.0 (8.5) million, and earnings per share amounted to
EUR 1.44 (1.37)
CASH FLOWS, FINANCING AND BALANCE SHEET
Apetit Group’s balance sheet position remained strong in terms of the
equity ratio as well as liquidity.
The consolidated cash flow from operating activities amounted to
EUR 13.3 (3.2)
million in January–December. The impact of the
change in working capital was EUR -0.2 (-11.0) million. The effect of
seasonality on the change in working capital is presented under the
heading Seasonality of operations.
The net cash flow from investing activities was EUR -11.3 (-6.9)
million.
The cash flow from financing activities came to EUR -2.4 (-6.1)
million,
including EUR 0.0 (0.0) million in net loan repayments and EUR -4.7 (-
4.7)
million in dividend payments.
At the end of the period, the Group’s interest-bearing liabilities
amounted to EUR 19.3 (7.4) million and liquid assets to EUR 3.7 (4.1)
million. Net interest-bearing liabilities totalled EUR 15.7 (3.3)
million.
The consolidated balance sheet total stood at EUR 149.2 (134.9)
million. At the end of the review period, equity totalled EUR 111.6
(107.6)
million. The equity ratio was 74.8 (79.8)
per cent, and gearing
was 14.0 (3.1)
per cent. The Group’s liquidity is managed by
committed credit facilities, fixed loans and a commercial paper
programme. At the end of the period, the available credit facilities
amounted to EUR 23.9 (29.0) million. The total of commercial papers
issued stood at EUR 0.0 (0.0) million.
Overview Of Operating Segments
FOOD SOLUTIONS
Net sales in the Food Solutions segment amounted to EUR 77.7 (75.8)
million in January–December. Operating profit was EUR 14.3 (8.1)
million.
The operating result of Food Solutions excluding the impact of the
acquisition of Foodhills was EUR 6.5 million. The bargain purchase of
Foodhills had an impact of EUR 8.3 million on the result of Food
Solutions. The operating result of Food Solutions includes EUR -0.5
million of expert expenses related to the acquisition of Foodhills. Both
net sales and sales volumes increased slightly from the comparison
period. The decline in the result of Food Solutions was particularly
attributable to a delay in the autumn season of harvest season
production and the weather-related challenges during the frozen pea
harvest season, which meant that part of the cultivated area could not
be harvested. The prolonged collective agreement negotiations that
burdened the first half of the year and the related overtime and shift
change bans and strike days also had a negative impact on business
operations.
Investment for the period totalled EUR 3.6 (2.6) million and was
mainly associated with production efficiency in Säkylä factory and for
the new canteen building at the Säkylä factory.
OILSEED PRODUCTS
Net sales in the Oilseed Products segment were EUR 90.4 (87.4)
million in January–December. Operating profit was EUR 2.2 (4.2)
million.
The operating result of Oilseed Products was weakened by a decline
in the sales of refined oils and the unfavourable sales mix between
different product categories as well as the price of the raw material
used. 'The performance of Oilseed Products was also weakened by
the overtime and shift change bans related to the collective
agreement negotiations in the first half of the year and challenges in
security of supply, which were partly reflected in lost seasonal sales.
Investment for the period totalled EUR 2.0 (4.4)
million and was
mainly associated to improve the raw material manufacturing process
for the BlackGrain from Yellow Fields® rapeseed powder.
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Value Creation at Apetit
Apetit’s ability to create value is based on strong integration with
primary production, the unique value chain, strong and attractive
brands and products, continuous improvement of operational
efficiency, and on sustainable value chain.
Apetit’s value creation model is described in more detail in its annual
report.
Strategy
STRATEGY PERIOD 2023-2025
Apetit Plc published its strategy for 2023 -2025 in November 2022.
Achieving growth from diverse plant-based food solutions and
added-value products is at the heart of Apetit’s strategy. As the
cornerstone of Apetit’s business, company continues to invest in
cooperation with growers and in Finnish prima ry production.
Apetit’s current strengths and competitive advantages have been
identified in the strategy.
Apetit’s operations are based in domestic raw materials and in plant-
based and sustainable food solutions. Growing the cultivation area of
domestic peas and oilseed plants and investing in added-value
products and added value growth play a significant role in Apetit’s
strategy. Apetit also aims to increase the use of domestic plant -based
proteins. The phenomena governing the operating environment
support the company’s strategy.
Strategic focus areas and key measures in 2025
Stronger together
As the cornerstone of our business, we invest in cooperation with
growers and in Finnish primary production. We strengthen business
synergies and shared processes. We foster a culture of continuous
improvement. We look after our competitive advantages: our
motivated and skilled employees, strong brand and differentiating
factors.
Key measures in 2025:
●
Research at the Räpi experimental farm: variety tests and
development of cultivation and plant protection methods
●
Completion of the Group's ERP project within the planned
schedule and budget
Diverse plant-based food products
We develop added-value food products and increase the refining rate
in vegetable oil products. We increase food exports and strengthen
our position in Sweden. We increase the volume and cultivation area
of strategically significant plants. We make strategic investments to
speed up organic growth. We are open for business acquisitions to
allow inorganic growth.
Key measures in 2025:
●
Acquisition of Foodhills: strong platform to Sweden and
significant increase on volume of frozen peas
●
Project activity and cultivation tests by RypsiRapsi-foorumi to
increase domestic oilseed production
More domestic plant proteins
We continue the commercialisation of the BlackGrain rapeseed
ingredient towards an industrial scale. We promote the cultivation of
domestic pulses. We explore opportunities to produce Finnish pea
protein. We use domestic plant proteins in our own production in
diverse ways.
Key measures in 2025:
●
Investment in Kantvik vegetable oil milling plant that will
improve the raw material manufacturing process for the
BlackGrain from Yellow Fields® rapeseed powder and
multiply its production capacity
●
Increasing the cultivation area of Finnish frozen peas
Sustainable value chain
We promote sustainable primary production and food choices. We
reduce the impact of our operations on the climate and the
environment. We make sure that our sourcing processes are
transparent and sustainable. We ensure that social responsibility is
realised throughout the value chain.
Key measures in 2025:
●
Meeting emission reduction targets: reducing energy-
related CO2 emissions by 80 per cent from 2019
●
Changing all the packaging materials of Apetit products
sold through retail channels to recyclable
Financial objectives
EBIT will be > EUR 9 million (in 2025: EUR 5.9 million, excluding
the non-recurring impact of the Foodhills acquisition)
Return on capital employed (ROCE %) > 8% (2025: 11.7)
RENEWED STRATEGY FOR 2026-2028
Apetit Plc published its strategy for 2026 -2028 in December 2025.
The main theme of Apetit Plc’s strategy for 2026–2028 is
A
Season of
Growth
. Growth will be pursued particularly from frozen peas, the
Swedish market, and BlackGrain from Yellow Fields® rapeseed
powder. Apetit’s financial objectives for 2028 are an operating profit
of over EUR 10 million and a ROCE of over 7 per cent. The four focus
areas of strategy are
One Apetit, Sustainable growth, Profitability
through plant-based solutions
and
Responsible value chain.
Investment
The Group’s investment in non-current assets came to EUR 7.5 (9.6)
million and was divided as follows: investment in Food Solutions
totalled EUR 3.6 (2.6) million, in Oilseed Products EUR 2.0 (4.4)
million, in Grain Trade EUR 0.0 (0.0) million and in Group Functions
EUR 1.9 (2.6)
million.
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Research and development
Research and development costs of continuous operations were EUR
2.1 (2.1) million, or 1.3% (1.3%)
of net sales. In addition, EUR #REF!
(#REF!)
million in product development costs was capitalised on the
balance sheet during the financial year in relation to the development
of the rapeseed ingredient.
In the Food Solutions business, research and development operations
were mainly related to developing new products and strengthening
cooperation networks that support operations, for example working
on the development of food chain information models.
Apetit improves its products and creating brand new products to
provide easy, delicious plant-based products for different meal
situations for people who value food that tastes good, is healthy and
is produced responsibly. New products are developed to match
market-specific preferences and nutritional recommendations, and for
convenient everyday meals.
The national nutritional recommendations recommend eating a wide
variety of vegetables, increasing the consumption of vegetables, root
vegetables and legumes, and using vegetable oils daily. In its
products, Apetit pays special attention to attractive appearance and
good taste, in addition to nutritional values .
In the Oilseed Products business, the company focused on increasing
in-depth research and development. The project to enhance the
added value of rapeseed as a raw material continued, with Business
Finland participated in its funding. The purpose has been to develop
an entirely new ingredient with high nutritional content for the
international food market. In December 2020, the European
Commission granted a novel food authorisation for Apetit’s rapeseed
powder, the BlackGrain from Yellow Fields.
In 2025, Apetit launched a strategic investment in Kantvik’s vegetable
oil milling plant to improve the raw material production process for
BlackGrain from Yellow Fields® rapeseed powder and to multiply its
production capacity. The investment, which will be made during the
second half of 2025, will support the commercialization of BlackGrain.
In 2023, Apetit launched a project to produce Finnish pea protein.
Opportunities for domestic production are examined for the entire
value chain. In 2025, work carried out in the project has focused on
trial runs and technology comparison to consolidate the competitive
advantage. More domestic plant proteins is one of the Apetit’s
strategic focus areas.
Apetit carries out cultivation research and development operations on
its experimental farm in Köyliö, Säkylä. The objective of research
operations is to secure the open field cultivation of vegetables by
taking proactive measures to adjust cultivation methods in response
to a changing environment and by providing farmers with the latest
information and expertise. Through these operations, Apetit is looking
for alternatives to chemical pesticides and seeking ways to improve
soil fertility and water management, for example.
In 2025, Räpi experimental farm conducted research on various plant
varieties. The aim of the experiments was to find varieties that are
resistant to the changing growing conditions in Finland. In addition,
Räpi had two ongoing projects related to various new plant
protection methods. In addition to in-house research and
development activities, Apetit participates in selected research
projects and development programmes coordinated by various
partners.
Several variety trials were executed in the RypsiRapsi forum in 2025.
Trials were conducted in autumn oilseed plants with regard to sowing
technology, among other things, and in spring oilseed plants, fertiliser
and sowing method trials were conducted, both on a square and farm
scale.
Seasonality of operations
In accordance with the IAS 2 standard, the historical cost of
inventories includes a systematically allocated portion of the fixed
production overheads. With production focusing on harvest time, raw
materials are mainly processed into finished products during the
second half of the year when more fixed production overheads are
recognized on the balance sheet than the other quarters of the year.
Due to this accounting practice, most of the Group’s annual profit is
accrued during the second half of the year. The timing of end of the
harvest season can affect the comparability between financial years.
The seasonal nature of profit accumulation is most marked in the
Food Solutions segment and in the associated company Sucros,
where production reflects the crop harvesting season.
Harvesting seasons also cause seasonal variation in the amount of
working capital tied up in operations. Working capital tied up in
Oilseed Products is at its highest towards the end of the year and
decreases to its lowest in the summer before the next harvest season.
As production in the Food Solutions segment is seasonal and follows
the harvest period, the working capital tied up in operations is at its
highest around the turn of the year in that segment.
Risks, uncertainties and risk management
The Board of Directors of Apetit Plc has confirmed the Group’s risk
management policy and principles.
The primary goals of Apetit Group are to improve the company’s
profitability and competitiveness and ensure the financial position of
the company’s business. The purpose of the company’s risk
management is to support the achievement of these goals. Risk
management is part of corporate governance. It is a systematic tool
for the Board of Directors and operative management, enabling them
to monitor and assess the achievement of the goals and the threats
and opportunities that affect the company’s operations.
Aim of Apetit Group’s risk management is to assess risks in the
operating environment in a predictive manner. Apetit Group classifies
risks into strategic, operative and financial risks and risk events.
The aim of risk management is to recognise and assess risks
systematically and manage them cost-efficiently by
●
ensuring that all known risks to personnel, customers,
products, reputation, assets, human capital and operations
are addressed, always according to law, based on best
available knowledge and with justifications, taking into
account the current financial situation,
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●
meeting the expectations of stakeholders (owners,
customers, personnel, suppliers and society),
●
ensuring uninterrupted, continuous operations, and
●
promoting the efficient utilisation of opportunities and
profit potential.
The Board of Directors or the Audit Committee of Apetit Group
monitors the Group’s risk management process and ensures that it
works efficiently and is comprehensive, approves the level of the risk
management policy, risk bearing and risk tolerance, and re-assesses
these at least annually.
Business units and Group Functions recognise and assess risks in their
respective areas of responsibility. The leaders of business units and
Group Functions plan and implement risk management and
monitoring measures and report on risks in their areas of
responsibility, following the agreed instructions and timetables.
The main operational risks concern the availability of raw materials,
the time lags between purchasing and use, and fluctuations in raw
material prices. Price risk management is particularly important in
Oilseed Products. The prices of oilseeds are determined in the world
market. In Oilseed Products, limits are defined for open price risks.
The Group operates in international markets and is thus exposed to
currency risks arising from changes in exchange rates. Under normal
circumstances, currency risks are low. Financial risk management is
discussed in more detail in Note 24 to the Financial Statements.
Fire, serious process disruptions or other reasons leading to
disruption of production, or defects in raw materials or final products
affecting food safety can lead to major property damage, losses from
production interruptions, liabilities and other indirect adverse effects
on the company’s operations. The Group companies guard against
these risks by evaluating their processes through internal control and
other systems and by taking corrective action where necessary.
Insurance policies are used to cover risks always, when insurance can
be justified on financial or other grounds.
The assessment of Apetit’s most significant risks also covers non -
financial risks. A typical effect of the realisation of a non-financial risk
would be a negative reputation effect. Apetit Group’s Code of
Conduct guides all operations in Group. Apetit requires that all of its
employees and suppliers comply with the Code of Conduct. Climate
related risks are discussed in more detail in the non-financial
information section.
ENVIRONMENTAL RISKS
Apetit’s operational activities do not involve direct significant
environmental risks. The principal environmental risks at Apetit’s
production facilities concern potential wastewater and vegetable oil
leaks into the environment and refrigerant leaks. Environmental risks
are managed by means of internal and external inspections and by
complying with environmental requirements and monitoring the
company’s environmental performance. Some of the company’s
operations have ISO 14001 environmental management systems.
CLIMATE-RELATED RISKS AND OPPORTUNITIES
Apetit has carried out a study on the risks and opportunities related to
climate change in accordance with the recommendations of the TCFD
(Task Force on Climate-related Financial Disclosures).
The most significant climate-related risks in both of Apetit’s
businesses are harvest risks related to the procurement of raw
material. Extreme weather phenomena caused by climate change can
have a significant impact on annual harvest levels. Apetit manages this
risk particularly by developing cultivation methods and conducting
tests on different plant varieties. The financial impacts of changes in
the harvest levels may be significant in the short term. In the long
term, climate change may also lead to growing disease pressures due
to changes in the cultivation conditions, for example.
Apetit’s most significant climate-related opportunities are related to
changes in consumer behaviour, with eating habits shifting towards
more plant-based diets and climate-friendly consumption. Apetit’s
sustainable food solutions and plant -based food products support
planetary health diets very well. Apetit is also developing the use of
diverse plant proteins in its products.
SOCIAL AND EMPLOYEE-RELATED RISKS
Safety at work is vitally important for Apetit and one of the central
themes of the personnel strategy. Any occupational accidents are
among its most significant social and employee-related risks. The
company actively provides information about aspects related to
occupational safety, and each supervisor must complete a training
programme related to safety at work.
Ensuring a competent and motivated workforce has also been
identified among social and employee -related risks. Apetit’s
personnel strategy focuses on responsible leadership based on the
company’s values and corporate culture, ensuring the availability of
labour by focusing on retention and attraction factors, improving
employees’ occupational well-being and ability to cope with the
demands of work by using a wide range of work ability management
methods, and the continuous development of strategic and critical
competencies.
RISKS RELATED TO HUMAN RIGHTS
The most significant risks related to human rights arise from the
production chain and are related to working conditions of people
working in Apetit’s supply chain. Apetit is committed to, and requires
its suppliers to commit to, its ethical requirements for suppliers, which
describe sustainable operating principles concerning ethical, social
and environmental aspects. Apetit Group’s ethical supplier
requirements are based on the guidelines of the UN’s Global
Compact initiative.
In its sourcing responsibility guidelines, Apetit has defined the
statements required from suppliers regarding the management and
realisation of social and environmental responsibility. More
information about procurement and supply chain management is
available in the company's sustainability report.
RISKS RELATED TO CORRUPTION AND BRIBERY
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If Apetit’s employees or stakeholders engage in unethical operations,
this may have a negative effect on Apetit’s reputation, in addition to
having financial effects. The most important management method to
avoid unethical ways of working is to increase awareness of ethical
operating methods, for example.
Progress of corporate responsibility work
Responsible operations and a value chain that enables sustainable
food choices are key competitive advantages for Apetit and their
promotion a strategic choice.
Apetit produces a diverse range of options to promote plant-based
and sustainable eating, as well as high-quality raw materials for further
processing. Apetit invests in long-term cooperation with growers and
domestic primary production as the cornerstone of our business in
both of its operating countries . The idea is also part of the company’s
mission: Good food for everyone. Locally. Apetit's business model
and value creation are described in more detail in its annual report.
Achieving growth from diverse plant-based food solutions and
added-value products were at the heart of Apetit’s strategy for 2023–
2025. As the cornerstone of its business, the company will continue to
invest in cooperation with growers and in Finnish primary production.
The strategic focus areas include the development of sustainable
value chain.
The company’s strategy is supported by the phenomena that drive
changes in the operating environment. Climate action and sustainable
alternatives are increasingly important factors in consumption
decisions. This supports the demand for plant-based food products
and the promotion of well-being as a food trend.
MANAGING CORPORATE RESPONSIBILITY
Apetit’s operations are based on the company’s values, vision and
mission. Its sustainability work is guided by its strategy, operating
policy and Code of Conduct, as well as its procurement principles,
which are based on the UN Global Compact initiative. Apetit is
committed to compliance with the laws and other regulations of its
countries of operation. Corporate responsibility is managed by the
corporate management as part of its normal operations. The goals set
in the corporate responsibility program have been adopted as part of
the company's business operations and strategy.
Apetit has determined the material impacts, risks and opportunities of
its operations based on a double materiality analysis. The assessment
was based on interviews with external stakeholders, such as
customers, farmers and its own personnel. The results of the
materiality analysis were approved by the Board of Directors of Apetit
Plc in 2025. Based on the materiality analysis, the following themes
emerged as material sustainability topics: climate and energy,
biodiversity, own personnel and employees in the value chain.
More information about Apetit’s sustainability work is available in the
corporate responsibility report. Apetit reports on its sustainable
operations in accordance with the of the Global Reporting Initiative
(GRI) standards.
PROGRESS DURING THE OPERATING PERIOD
In its corporate responsibility program, Apetit has set goals for the
progress of its corporate responsibility work. The corporate
responsibility programme is based on sustainable food choices. The
goals of the corporate responsibility program are divided into four
areas: cultivation development and contract farming, climate impacts
of operations, products and packaging solutions, and social impacts.
Cultivation development and contract farming
Apetit carries out cultivation research and development operations on
its experimental farm with the aim of securing the outdoor cultivation
of vegetables by taking proactive measures to adjust cultivation
methods in response to a changing environment and by providing
farmers with the latest information and expertise. In 2025, operations
of Apetit’s Räpi experimental farm focused particularly on research
into different plant varieties. In addition, new plant protection
methods were studied in a collaborative project at Räpi.
The focus in operations of the oilseed plant production development
group, RypsiRapsi-foorumi, was in variety tests carried out as strip and
square tests. In 2025, the project carried out cultivation experiments in
the most significant cultivation areas in Finland.
The climate impacts of operations
Apetit has reduced the Group’s Scope 1&2 emissions by 80 per cent
from 2019. The emissions reductions has been achieved by investing
in renewable energy. In 2025, 81 per cent of all the energy used by
Apetit in its production plants was from renewable sources.
Products and packaging solutions
The novelty products of Apetit for 2025 included, among other things,
new frozen vegetable mixes, plant-based patties that make everyday
life easier and frozen pizzas. One of the novelty products was the
Vegan Burger Patty, which contains Apetit BlackGrain from Yellow
Fields® rapeseed powder.
During 2025, Apetit changed the packaging of all of its products sold
in retail under the Apetit brand to recyclable material, in accordance
with the goal set in the corporate responsibility program.
Social impacts
In the personnel 2025, the net recommendation index of eNPS meter
was -13. According to the results, the Group’s strengths include the
impact of one's own activities on the work atmosphere, cooperation
with one's immediate superior, one's own commitment to working at
Apetit, and a safe work environment. The Säkylä frozen foods plant
and Pudasjärvi frozen pizza factory have the occupational health and
safety system ISO 45001 occupational safety certificate.
DESCRIPTION OF THE IMPACTS
The impacts of Apetit's operations and value chain on environment
and biodiversity arise mainly indirectly from the primary production of
food and the production of other materials and the utilization of the
natural resources used for them. Apetit’s operations depend on the
maintenance of air and soil quality, the availability of clean water and
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the maintenance of biodiversity. The environmental impacts of the
operations generated by Apetit’s entire value chain are related to all
natural capital dependencies. The most significant environmental
impacts of Apetit Group arise from its value chain, especially from
primary production of raw materials.
The goal is efficient and safe production that is in harmony with the
environment. The direct environmental impacts of Apetit’s Food
Solutions business are related to energy and water consumption and
the treatment of process side streams and waste. In the Oilseed
Products business, environmental impacts are mainly related to
energy consumption and the bleaching clay used in processing. The
company uses mechanical method for vegetable oil milling. In
addition, all operations generate a certain amount of packaging
waste.
Apetit participates in the Energy Efficiency Agreement system of
Finnish industries and has committed to implementing the Food and
Drink Industry Action Plan. The target for improving energy use in the
food industry is 7.5 per cent for the 2017–2025 agreement period. In
2025, Apetit’s energy consumption was 0.5 (0.5) MWh per tonne
produced. Apetit has also joined in the Energy Efficiency Agreement
system of Finnish industries and to the Food and Drink Industry Action
Plan for the 2026–2035 agreement period.
The use of energy produced with renewable natural resources and
the development of energy efficiency have reduced the carbon
footprint of Apetit Group’s Scope 1&2 emissions by 80 per cent from
2019. In 2025, of all the energy used at Apetit’s production plants, 81
per cent were from renewable sources.
All of Apetit’s production facilities that are required to have an
environmental permit are in possession of a current permit. During
the year, there were no accidents with significant environmental
impacts at the production facilities.
The Group’s environmental costs were EUR 1.5 (1.4) million, or 0.9
(0.9) per cent of net sales.
Environmental aspects are discussed in more detail in Apetit’s
corporate responsibility report.
PERSONNEL
Apetit’s personnel strategy focuses on responsible leadership based
on the company’s values and corporate culture, ensuring the
availability of labour by focusing on retention and attraction factors,
improving employees’ occupational well-being and ability to cope
with the demands of work by using a wide range of work ability
management methods, and the continuous development of strategic
and critical competencies.
At Apetit, occupational safety culture is developed in line with the
principle of continuous improvement. The Group improves the
prevention of accidents through occupational safety observations and
assesses work hazards. In 2025, Apetit's occupational safety processes
were further developed by developing and implementing a hazard
assessment process. The Säkylä frozen foods plant and Pudasjärvi
frozen pizza factory have the occupational health and safety system
ISO 45001 occupational safety certificate.
In 2025, there were 12 (17) occupational accidents that led to at least
a one-day absence. The accident frequency rate was 17 (25). Apetit
aims for zero accidents.
Apetit seeks to reduce sickness absences. In 2025, the sickness
absence rate was 6.4 (6.2) per cent. The sickness absence rate is the
sickness absence time in relation to the theoretical regular working
time.
Apetit monitors well-being at work and employee satisfaction by
means of a Group-wide well-being at work survey, for example. In the
survey, the personnel assess their experiences of personal well-being
at work, the work atmosphere, safety at work, social support and
supervisory work. In the personnel survey 2025, the net
recommendation index of eNPS meter was -13.
In January–December 2025., the Group had 321 (315) employees in
full-time equivalents. Apetit Group had 367 (338) employees at the
end of December, including all types of employment. The number of
employees at Apetit’s Säkylä and Bjuv plant s varies during the year
based on the harvest seasons.
The salaries and other remuneration paid to the employees of
continued operations in 2025 amounted to EUR 17.9 (17.6)
million.
Aspects related to personnel are discussed in more detail in the
People section of Apetit’s annual report.
QUALITY AND PRODUCT SAFETY
Product quality and product safety are key factors in Apetit’s
operations. Apetit Group’s production facilities in Säkylä, Kantvik and
Pudasjärvi have food safety systems certified in accordance with the
GFSI standard: BRCGS in Säkylä and Pudasjärvi and food safety
systems according to FSSC 22000 standard in Kantvik and Bjuv. The
Säkylä and Kantvik plants also have their own laboratories for ensuring
product safety.
The most significant risks related to product safety include foreign
objects, risks related to allergen control and the accuracy of the
labelling on product packaging. Apetit carried out 1 (1) product
recalls in 2025.
HUMAN RIGHTS AND THE PREVENTION OF CORRUPTION AND
BRIBERY
Apetit requires its employees and partners to comply with its Code of
Conduct. Apetit ensures the fair and equal treatment of employees by
operating in line with the principles of its equality plan.
Apetit’s Code of Conduct prohibits the acceptance of direct or
indirect bribes, as well as other benefits that can be regarded as
bribes to acquire or maintain business operations. Apetit’s employees
are required to familiarise themselves and comply with the Code of
Conduct and report any deviations from the Code of Conduct via a
designated whistleblowing channel. One (1) report was submitted via
the whistleblowing channel in 2025 , related to quality of raw material
used at the factory. The matter has been handled within the company.
8
In addition, Apetit’s employees must not seek to ensure favourable
decisions or services from the authorities through illegal means.
Apetit’s employees must also avoid situations that are in conflict or
may be construed to be in conflict with the personal and business
interests of the employee. Apetit provides training on the key
principles of competition legislation to all office employees to ensure
fair and transparent competition on the market.
Apetit’s operating policy and ethical principles are supplemented by
its ethical requirements for suppliers, which cover aspects related to
laws and regulations, the environment, business ethics, forced and
child labour, discrimination and oppression, the work environment
and social conditions.
No human rights violations or corruption or bribery cases were
reported in 2025.
9
CORPORATE GOVERNANCE
Corporate Governance Statement and Remuneration Report
Apetit’s Corporate Governance Statement and Remuneration Report
will be published in conjunction with the publication of the Annual
Report during the week 11. The statement and the report will be
available on Apetit’s website after their publication.
Annual General Meeting 2025
Apetit Plc’s Annual General Meeting was held on 10 April 2025 in
Säkylä. The Annual General Meeting adopted the parent company’s
financial statements and the consolidated financial statements, and
discharged the members of the Supervisory Board, the Board of
Directors and the CEO from liability for the financial year 202 4.
DECISIONS OF THE ANNUAL GENERAL MEETING 2025
Dividend distribution
The AGM decided according to the Board of Director’s proposal that
a dividend of EUR 0.75 per share be paid for the financial year 2024.
The dividend was paid on 23 April 2025. No dividend will be paid on
shares held by the company.
Remuneration Report for Governing Bodies
The Annual General Meeting decided to, in accordance with the
Board of Director’s proposal, adopt the Remuneration Report for
2024 for the governing bodies. According to the Companies Act, the
decision is advisory. The Remuneration Report is available on the
company’s website at apetit.fi/en/corporate-
governance/remuneration/.
Processing of the Company’s Remuneration Policy
The Annual General Meeting decided, in accordance with the Board
of Director’s proposal, to approve Apetit Plc’s Remuneration Policy. In
accordance with the Limited Liability Companies Act, the resolution is
advisory. The Remuneration Policy is available on the company’s
website at apetit.fi/en/corporate -governance/remuneration.
Resolution of the number of the members of the Supervisory Board
The Annual General Meeting decided that the Supervisory Board will
have 16 members elected by the Annual General Meeting.
Resolution of the remuneration of members of the Supervisory Board
The Annual General Meeting decided, in accordance with the
Supervisory Board’s Nomination Committee’s proposal, that the
meeting fee of the Chairman of the Supervisory Board is EUR 500 and
the annual fee is EUR 15,000 and that the remuneration of the
members of Supervisory Board remains unchanged.
Meeting allowances are paid to the members of the Supervisory
Board also when they attend meetings of the Supervisory Board’s
Nomination Committee or the company’s other governing bodies. For
the members of the Supervisory Board’s Nomination Committee who
are not members of the Supervisory Board, the meeting allowance is
EUR 300 for their attendance in the meetings of the Supervisory
Board or the Supervisory Board’s Nomination Committee.
Election of the members of the Supervisory Board
One person was appointed as re-elected and 3 persons were elected
as new members to replace members of the Supervisory Board
completing their term.
The Annual General Meeting decided to re-elect Tommi Mäkelä and
elect Eveliina Nyandoto, Erno Toikka and Susanne West as new
members to the Supervisory Board.
Resolution on the number of members of the Board of Directors
The Annual General Meeting decided, in accordance with the
Supervisory Board’s proposal, that 5 members are elected to the
Board of Directors.
Resolution on the remuneration of Chairman, Deputy Chairman and
members of the Board of Directors
The Annual General Meeting decided, in accordance with the
Supervisory Board’s proposal, that the annual fee for the Chairman of
the Board of Directors is EUR 60,000 and the annual fee for the
Deputy Chairman of the Board of Directors EUR 38,000 and the
annual fee for other members of the Board of Directors is EUR 33,000.
The meeting allowances remain unchanged. Meeting allowances are
also paid to the members of the Board of Directors when they attend
the meetings of the Supervisory Board or the Supervisory Board’s
Nomination Committee. Daily allowance and travel allowances for
attending a meeting are paid in accordance with the company's travel
rules.
Election of the Chairman and Deputy Chairman of the Board of
Directors
The Annual General Meeting decided, in accordance with the
Supervisory Board’s proposal, that Erkki Järvinen is elected as new
Chairman of the Board of Directors and Niko Simula re-elected as the
Deputy Chairman of the Board of Directors.
Election of other members of the Board of Directors
The Annual General Meeting decided, in accordance with the
Supervisory Board’s proposal, that Heli Arantola, Antti Korpiniemi and
Kati Sulin are re-elected as the other members of the Board of
Directors.
Election of the members of the Supervisory Board's Nomination
Committee
Nicolas Berner was re-elected as the member of the Supervisory
Board's Nomination Committee and Annikka Hurme was elected as a
new member of the Supervisory Board's Nomination Committee.
The election of the auditor
In accordance with the Board of Director’s proposal, Ernst & Young
Oy, authorized public accountant Osmo Valovirta, APA as the principal
10
auditor was re-elected as the auditor and Ernst & Young Oy,
authorized sustainability accountant Osmo Valovirta, ASA as the
principal sustainability auditor was elected as the sustainability
auditor.
The auditor is elected until the closing of the Annual General Meeting
2026.
Authorizing the Board of Directors to decide on the repurchase of
Company’s own shares
In accordance with the Board of Director’s proposal the Annual
General Meeting decided to authorize the Board of Directors to
decide on the repurchase of a maximum of 80,000 (eighty thousand)
of the company’s own shares using the unrestricted equity of the
company representing about 1,27 per cent of all the shares in the
company. The authorization includes the right to accept company’s
own shares as a pledge.
The authorization is valid until the closing of the Annual General
Meeting 2026, however no longer than until 31 May 2026. The
authorization cancels the authorization to repurchase shares granted
at the Annual General Meeting on 11 April 2024.
Organisation of the Supervisory Board and election of the Board of
Directors
At its meeting on 10 April 2025, Apetit Plc’s Supervisory Board
elected Harri Eela as its Chairman and Juha Junnila as the Deputy
Chairman.
Changes in the Board of Directors
Lasse Aho served as a Chairman of Board of Directors until 10 April
2025. The Annual General Meeting decided on 10 April 2025, in
accordance with the Supervisory Board’s proposal, that Erkki Järvinen
is elected as new Chairman of the Board of Directors
Annikka Hurme, member of the Apetit's Board of Directors and the
Audit Committee of Board of Directors, resigned from the Board of
the company affecting from 26 February 2025. The reason for her
resignation, that happened in good agreement, was the competitive
set-up, which resulted from the business acquisition of her full-time
employer.
Shares and share ownership
SHARES, SHARE CAPITAL AND TRADING
The shares of Apetit Plc are all in one series. All shares carry the same
voting and dividend rights. The Articles of Association specify that the
number of votes a shareholder is entitled to exercise cannot exceed
one tenth of the votes represented at a general meeting. At both the
beginning and the end of the financial year, the total number of
shares issued by the company stood at 6,317,576 and the registered
share capital totalled EUR 12,635,152. The minimum amount of share
capital is EUR 10 million, and the maximum amount is EUR 40 million.
TREASURY SHARES
At the end of the review period, the company held a total of 99,273
treasury shares. These treasury shares represent 1.6 per cent of the
company’s total number of shares and votes. The company’s treasury
shares carry no voting or dividend rights.
FLAGGING ANNOUNCEMENTS
Apetit did not receive any flagging announcements during the
financial year 2024.
SHARE PRICE AND TRADING
The number of Apetit Plc shares traded on the stock exchange during
the review period was 335,420 (307,847), representing 5.3 (4.9) per
cent of the total number of shares. The highest share price quoted
was EUR 15.00 (15.00) and the lowest was EUR 13.00 (12.50). The
average price of shares traded was EUR 14.08 (13.60). The share
turnover for the period was EUR 4.7 (4.2) million. At the end of the
review period, the market capitalisation was EUR 87.5 (88.1) million.
MANAGERS’ TRANSACTIONS
Apetit’s managers’ transactions related to Apetit’s securities during
the review period have been published as stock exchange releases
and can be read on the company’s website.
Material events of the accounting period
Apetit Plc announced on 9 October 2025, that it acquires Swedish
frozen peas producer Foodhills AB. The acquisition required approval
from the Swedish ISP (Inspektionen för strategiska produkter)
authority. The acquisition was completed on 27 November 2025.
Short-term risks
The most significant short-term risks for Apetit Group are related to
the management of raw material price changes, the availability of raw
materials, the harvest quality and quantity of oilseed plants and field
vegetables, the functioning of the financing markets, the solvency of
customers, the delivery performance of suppliers and service
providers, and changes in the Group’s business areas and customer
relationships.
Events after the end of the financial year
The company had no significant events after the end of the financial
year.
Assessment of expected future development
The Group’s operating result is expected to decline from the
comparison year (in 2025: EUR 5.9 million, excluding the non-
recurring impact of the Foodhills acquisition).
The takeover of the Foodhills business will generate costs, and its
impact on operating result will be negative.
Board of Directors’ proposals concerning profit measures and
distribution of other unrestricted equity
The Board of Directors of Apetit Plc aims to ensure that the company’s
shares provide shareholders with a good return on investment and
11
retain their value. In line with its dividend policy, the company will
distribute at least 40-60 per cent of the profit for the financial year in
dividends.
The parent company’s distributable funds totalled EUR 46,623,190.09
on 31 December 2025, after adding the profit for the financial year,
EUR 1,945,066.39. The Board of Directors proposes to the Annual
General Meeting that a dividend of EUR 0.70 per share be paid. The
dividend corresponding to this proposal is EUR 4,422,303.20 for all
the company shares on the balance sheet date and EUR 4,352,812.10
for the shares in external ownership. No significant changes have
taken place in the financial standing of the company since the end of
the financial year. The company’s liquidity is good, and the Board
deems that the company’s solvency will not be jeopardised by the
proposed distribution of dividends. No dividend will be paid on
shares held by the company.
12
Consolidated Statement of Comprehensive Income
EUR million
Note
1-12/2025
1-12/2024
Net sales
(2)
Other operating income
(4)
Material and services
(7)
-110.4
-104.9
Employee benefits expense
(5)
-21.8
-21.3
Depreciation and amortisation
(2,8)
-7.4
-6.6
Other operating expenses
(4)
-24.1
-22.1
Operating profit
(2)
Financial income
(9)
Financial expenses
(9)
-1.0
-1.0
Share of profit/loss accounted for using the equity
method
(14)
-2.8
Profit/loss before tax
Tax on income from operations
(10)
-1.0
-1.8
Profit/loss for the period
Profit attributable to:
Owners of the parent company
EUR million
Note
1-12/2025
1-12/2024
Earnings per share calculated on profit attributable
to equity holders of the parent
Earnings per share, basic
(12)
Earnings per share, diluted
(12)
Other comprehensive income:
Exchange differences on translating foreign
operations
Cash flow hedges
(24)
-0.6
Items that may be reclassified subsequently to
profit or loss
-0.5
Other comprehensive income for the year net of
tax
-0.5
Total comprehensive income
Total comprehensive income attributable to:
Owners of the parent company
13
Consolidated Statement of Financial
Position
EUR million
Note
31.12.2025
31.12.2024
ASSETS
NON-CURRENT ASSETS
Intangible assets
(13)
Goodwill
(13)
Property, plant, equipment
(13)
Right-of-use assets
(13)
Shares in associated companies
(14)
Other non-current financial assets
(15)
Deferred tax assets
(11)
NON-CURRENT ASSETS
CURRENT ASSETS
Inventories
(17)
Trade receivables and other receivables
(16)
Tax receivable, income tax
Cash and cash equivalents
(18)
CURRENT ASSETS
ASSETS
EQUITY AND LIABILITIES
Share capital
(19)
Share premium
(19)
Unrestricted equity reserve
(19)
EUR million
Note
31.12.2025
31.12.2024
Treasury shares
(19)
-1.4
-1.6
Hedging reserve
-0.2
Other reserves
Translation differences
Retained earnings without profit/loss for the period
Profit/loss for the period
Equity attributable to owners of the parent
company
TOTAL EQUITY
NON-CURRENT LIABILITIES
Deferred tax liabilities
(11)
Non-current liabilities, interest-bearing
(22)
Liabilities from defined benefit plan
(20)
NON-CURRENT LIABILITIES
CURRENT LIABILITIES
Current interest-bearing liabilities
(22)
Trade Payables and Other Liabilities
(23)
CURRENT LIABILITIES
LIABILITIES
(2)
EQUITY AND LIABILITIES
14
Consolidated Statement of Cash Flows
EUR million
Note
1-12/2025
1-12/2024
Cash flows from operating activities
Profit/loss for the period
Adjustments to cash flow from operating activities *
Working capital changes **
-0.2
-11.0
Interest paid
-0.7
-0.8
Interest received
Other financial items
-0.2
Income taxes paid
-0.8
Net cash from operating activities
Cash flows from investing activities
Purchase of tangible and intangible assets
-7.5
-9.5
Proceeds from sale of tangible and intangible
assets
Acquisition of subsidiaries
(3)
-4.8
Purchase of other investments
-0.4
Dividends received
Net cash used in investing activities
-11.3
-6.9
Cash flows from financing activities
Purchase of treasury shares
-0.4
Proceeds from current borrowings
(22)
Payment of lease liabilities
(22)
-2.5
-1.3
Dividends paid
-4.7
-4.7
EUR million
Note
1-12/2025
1-12/2024
Addition / deduction of cash equivalents
-0.4
Net cash used in financing activities
-2.4
-6.1
Net change in cash and cash equivalents
-0.5
-9.9
Cash and cash equivalents at the beginning of the
period
(18)
Effects of exchange rate fluctuations on cash held
Cash and cash equivalents at the end of the period
(18)
Adjustments to cash flow from operating activities *
Depreciation, amortisation and impairment
Gains and losses of disposals of fixed assets and
other non-current assets
-0.0
-0.2
Share of profit/loss accounted for using the equity
method
(14)
-1.5
Other non-cash items
-0.2
Financial income and expenses
Tax on income from operations
(10)
Bargain purchase recognition
-8.3
Total
Working capital changes **
Increase / decrease in inventories
-11.7
Increase / decrease in accounts receivables
-1.4
Increase / decrease in trade payables
-4.1
Total
-0.2
-11.0
15
Consolidated Statement of Changes in Equity
EUR million
Share capital
Share premium
Unrestricted
equity reserve
Treasury shares
Hedging reserve
Other reserves
Translation
differences
Retained
earnings
Total equity
Equity 1.1.2025
-1.6
Profit/loss for the period
Cash flow hedges
-0.6
-0.6
Translation differences
Other comprehensive income for the
year net of tax
-0.6
-0.5
Comprehensive income
-0.6
Dividend distribution
-4.7
-4.7
Share-based payments
Other changes
-0.2
-0.1
Changes in equity total
-0.5
Equity 31.12.2025
-1.4
-0.2
16
EUR million
Share capital
Share premium
Unrestricted
equity reserve
Treasury shares
Hedging reserve
Other reserves
Translation
differences
Retained
earnings
Total equity
Equity 1.1.2024
-1.2
-0.1
Profit/loss for the period
Cash flow hedges
Other comprehensive income for the
year net of tax
Comprehensive income
Dividend distribution
-4.7
-4.7
Share-based payments
-0.4
-0.3
Other changes
Changes in equity total
-0.4
Equity 31.12.2024
-1.6
17
Note 1. Accounting principles
Company details
Company name
Parent company
Business entity
Company home
Company country
Registered address
Main industry
Main operating country
On 12 February 2026, the Apetit Plc Board of Directors approved the
financial statements for publication. According to the Finnish
Companies Act, shareholders have the option of approving or
rejecting the financial statements at the Annual General Meeting held
after their publication. The Annual General Meeting can also decide
to amend the financial statements.
Main operations
Apetit Plc is a food industry company listed on the Nasdaq Helsinki
Ltd. The trading code of the share is APETIT. Apetit’s continuing
operations are Food Solutions and Oilseed Products. In addition,
Apetit reports Group Functions, consisting of the expenses related to
Group management and strategic projects, that are not allocated to
the business segments.
Operating segments
Food Solutions
Apetit Ruoka Oy: Frozen foods
Foodhills AB: Frozen foods
Oilseed Products
Apetit Kasviöljy Oy: Vegetable oils and protein feed
Group Functions
Apetit Oyj: Group management, strategic projects and listing on the
stock exchange
Lännen Sokeri Oy: Non-operative company
Associated companies
Sucros group: Manufacture, marketing and sales of sugar
Foodwest Oy: Food product development company
Accounting principles
Basis of preparation
The consolidated financial statements have been prepared in
accordance with the International Financial Reporting Standards
(IFRS) complying the IAS and IFRS standards as well as the SIC and
IFRIC interpretations valid on the date of the financial statement. The
International Reporting Standards refer to standards and their
interpretations approved for adoption within the EU in accordance
with the procedure enacted in EC regulation 1606/2002. The notes to
the consolidated financial statements are also in accordance with
Finnish accounting and company legislation. The consolidated
financial statements have been drawn up based on historic
acquisition costs, except for those financial assets and liabilities which
are recognised in income at fair value and derivative financial
instruments measured at fair value.
Preparation of the financial statements in accordance with the IFRS
standards requires the Group’s management to make certain
assessments and exercise judgement in applying the accounting
principles. Details of the judgements made by the management in
applying the accounting principles observed by the Group, and of
those aspects which have the greatest impact on the figures reported
in the financial statements, are given below under the heading
‘Accounting principles requiring executive judgement and the main
uncertainties concerning the assessments made’.
Consolidation principles
Control is created if the Group is exposed to a variable return on the
investee or is entitled to its variable return and is also able to exercise
its power over the investee and thereby affect the amount of return
received. Acquisition of subsidiaries is accounted for using the
acquisition cost method. Acquisition cost is the aggregate of the
consideration given at fair value at the time of acquisition and the
amount of liabilities incurred or liabilities assumed. Identifiable assets
and liabilities acquired in a business combination are measured
initially at fair value at the time of acquisition, regardless of the
amount of any minority interest. The amount by which the acquisition
cost exceeds the Group's share of the fair value of the identifiable net
assets acquired is recognized as goodwill. If the acquisition cost is
less than the fair value of the net assets of the acquired subsidiary,
this difference is recognized directly in the income statement.
Subsidiaries are fully consolidated from the date on which control is
transferred to the Group and the consolidation ends on the date that
control ceases.
Intra-group transactions, receivables and liabilities as well as
unrealised gains from intra-group transactions are eliminated in the
consolidated financial statements. Unrealised losses are also
eliminated unless the transaction indicates that the value of the
transferred asset is impaired.
Associates are companies in which the Group has significant
influence. Significant influence is exercised when the Group owns
more than 20% of the voting rights of the company or otherwise has
significant influence but not control. Associates are consolidated in
the consolidated financial statements using the equity method. If the
Group's share of the losses of the associate exceeds the carrying
amount of the investment, the investment is recorded in the balance
sheet at zero value and the excess of the carrying amount is not
aggregated unless the Group is committed to meeting the
obligations of the associates. Unrealised gains between the Group
and the associate have been eliminated in accordance with the
Group's shareholding. An associate's investment includes goodwill
arising from its acquisition.
Assets held for sale and discontinued operations
Non-current assets and assets and liabilities related to discontinued
operations are classified as held for sale if their carrying amounts are
expected to be recovered primarily through sale rather than through
continuing use. Classification as held for sale requires that the
following criteria are met; the sale is highly probable, the asset is
available for immediate sale in its present condition subject to usual
and customary terms, the management is committed to the sale, and
the sale is expected to be completed within one year from the date
of classification.
Prior to classification as held for sale, the assets or assets and
liabilities related to a disposal group in question are measured
according to the respective IFRS standards. From the date of
classification, non-current assets held for sale are measured at the
18
lower of the carrying amount and the fair value less costs to sell, and
the recognition of depreciation and amortization is discontinued. A
discontinued operation is a component of an entity that either has
been disposed of, or is classified as held for sale, and 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.
The result from the discontinued operations is shown separately in
the consolidated statement of income and the comparison figures
are restated accordingly. Non-current assets held for sale are
presented in the statement of financial position separately from other
items. The comparison figures for the statement of financial position
are not restated.
Foreign currency items
The figures for the financial performance and standing of each of the
Group’s units are measured in the currency of the unit’s principal
operating environment (‘functional currency’). The consolidated
financial statements are presented in euros, which is the functional
and reporting currency of the Group’s parent company. Foreign
currency transactions are recognised as amounts denominated in the
functional currency using the rate prevailing on the transaction date.
At the balance sheet date, monetary receivables and payables are
translated using the closing rate. Exchange differences arising from
translation are recognised in the income statement. Exchange gains
and losses from operating activities are included in the
corresponding items above the operating profit.
The income statements of foreign subsidiaries have been translated
into euros using average rates for the reporting period, and their
balance sheets translated using the closing rates. The exchange
difference due to the use of average rates in the income statement
translations and closing rates in the balance sheet translations is
recognised as a separate item under shareholders’ equity.
In preparing the consolidated financial statements, the translation
difference due to exchange rate fluctuations, regarding the
shareholders’ equity of the subsidiaries and associates, is recognised
via other comprehensive income in the translation differences of the
consolidated shareholders’ equity. If a foreign subsidiary or associate
is disposed of, the accrued translation difference is recognised in the
income statement under profit or loss.
Net sales and revenue recognition
Sales are recognised at the value that reflects the compensation the
company expects to receive from its customers when control is
transferred. The Group’s sales in all business segments take place at a
single time.
Food Solutions segment sells frozen vegetables and frozen ready
meals to retail chains and food wholesalers operating in Finland and
European Union. Finland is the main market area.
Oilseed Products segment sells vegetable oils and expeller. Sales
focus on Finland, but there are also sales to the European Union and
third countries.
The Group has factored a significant part of Finnish trade receivables
to a financial institution, which bears e.g. the customer’s credit risk.
Foreign credit sales are either factored or hedged with credit
insurance. The sale of receivables to a financial institution and the use
of credit insurance reduces the Group's counterparty risk. Factored
receivables are not included in the consolidated balance sheet.
Customary terms of payment apply to selling on credit. Some sales
include customary bonus or marketing support obligations, which are
assessed on an agreement level and recognised in the income
statement and in the balance sheet on accrual basis. The Group’s
sales do not involve material guarantees or other liabilities.
Interest income is recognized using the effective interest method and
dividend income when the right to the dividend is recorded.
Pension liabilities
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 recognised in the balance sheet 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 equity in
other comprehensive income in the period in which they arise. Past-
service costs are recognised immediately in income.
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 recognised as employee benefit expense when
they are due. Prepaid contributions are recognised as an asset to the
extent that a cash refund or a reduction in the future payments is
available
Share-based payments
The fair value of the share-based payments is determined at the grant
date. The expense is recognized evenly over the vesting period. The
fair value of the payments settled in shares is determined based on
Apetit Plc’s share price at the stock exchange at the grant date
deducted by expected dividends. The payments settled in cash are
remeasured at each reporting date until the settlement. Apetit Plc
share-based payments include only non-market -based performance
criteria such as profitability conditions. The total amount to be
expensed over the vesting period is determined based on the
estimate of the number of the shares that are expected to be vested
19
by the end of the vesting period. The impact of the revision of
original estimates is recognized in the statement of income. On a
cumulative basis expense is recognized only to the extent that share-
based payments have finally vested. For payments settled in shares
the expense is recognized against equity and for payments settled in
cash the expense is recognized against liabilities/cash.
Provisions
A provision is recognised when the Group has a legal or constructive
obligation based on a past event and it is probable that the fulfilment
of this obligation will require a contribution, and the amount of the
obligation can be reliably estimated. Provisions are valued at the
present value of the costs required to cover the obligation.
Provisions are made in connection with operational restructuring,
onerous contracts, litigation and environmental and tax risks. A
restructuring provision is recognised when a detailed and
appropriate plan has been drawn up for it, sufficient grounds have
been given to expect that the restructuring will occur, and
information has been issued on it.
Income taxes
Income taxes recognised in the consolidated income statement
comprise taxes levied on an accrual basis on the reporting period
results of Group companies, based on the taxable profits calculated
for each Group company in accordance with the local tax regulations,
as well as tax adjustments from previous periods and changes in
deferred tax.
Deferred tax assets and liabilities are calculated on the temporary
differences between the taxable values and the book values of assets
and liabilities, in accordance with the liability method. Deferred taxes
are recognised in the financial statements using the tax rates that
apply up to the balance sheet date.
The most material temporary differences arise from fixed assets, lease
agreements, consolidation, inventories, unused tax losses and
revaluation of derivative financial instruments. Deferred tax assets are
recognised up to an amount where it is probable that they can be
utilized against future taxable profits. Deferred taxes are not
recognised on goodwill which is not tax deductible.
In the case of derivative financial instruments covered by hedge
accounting, the deferred taxes related to value adjustments
recognised directly under the statement of comprehensive income
are also recognised directly under the statement of comprehensive
income.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to set off tax assets against tax liabilities and when
the accrued income taxes are levied on the same tax authority.
Borrowing costs
Borrowing costs are recognised under the expenses for the period in
which they arose. Directly attributable borrowing costs related to the
acquisition, construction or production of a qualifying asset, for
example, factory building, are capitalised. Where clearly linked to a
specific loan, transaction costs arising directly from loans are included
in the loan’s original amortised cost and divided into a series of
interest expenses using the effective interest method.
Research and development costs
Research costs is expensed as incurred. Development costs are
recognised on the statement of financial position when all the
following criteria are met:
●
research and development phases can be separated from
each other
●
completion is technically feasible so that the asset can be
used or sold
●
completion is certain and the asset will be either used or
sold
●
it can be demonstrated that the asset will generate
probable future economic benefit and that the company
has the adequate resources to use or sell the intangible
asset
●
development expenditure can be reliably measured
If the development expenditure does not meet all the above criteria,
it is expensed as incurred.
Intangible assets
Goodwill
Goodwill corresponds to that part of the cost of acquiring the
company which is more than the Group’s share of the fair value of the
acquired company’s net assets on the acquisition date. Goodwill is
tested annually for impairment. For this purpose, goodwill is
allocated to appropriate cash generating units. Goodwill is valued at
historic acquisition cost less any impairment. In the case of associated
company, goodwill is included in their investment value. Goodwill
generated through acquisitions of foreign business combinations is
measured in the currency of the foreign operations and translated
using the period end rates.
Other intangible assets
An intangible asset is recognised in the balance sheet at the original
acquisition cost in a case where the cost can be determined reliably,
and it is likely that an expected financial benefit derived from the
asset will turn out to be to the company’s benefit.
Patents, trademarks and other intangible assets with a limited useful
life are capitalised in the balance sheet and amortised on a straight-
line basis over the period of their useful lives. Intangible assets do not
include assets with an unlimited useful life.
Depreciation period for intangible assets:
Development costs 5 years
Other intangible assets 5–10 years
Assets whose useful life has not yet expired and fully depreciated
fixed assets that are still used in operating activities are included in
the acquisition cost of assets. Similar principles apply to accumulated
depreciation.
Subsequent expenditure relating to intangible assets is recognised as
an asset only if its financial benefit to the company exceeds the
originally estimated level of performance. Otherwise, the expenditure
is recognised as a cost at the time it is incurred.
Property, plant and equipment
Property, plant and equipment have been measured at historic
acquisition cost less depreciation and impairment. These assets are
subject to straight-line depreciation over the period of their useful
lives. The residual value of the assets and their useful lives are
reviewed each time the financial statements are prepared and, when
20
necessary, are adjusted to reflect any change in the economic
benefits expected. Land is not subject to depreciation.
The estimated useful lives are as follows:
Property and plant 10–40 years
Machinery and equipment 5–15 years
Property, plant and equipment are no longer depreciated when they
are classified as assets held for sale.
Assets whose useful life has not yet expired and fully depreciated
fixed assets that are still used in operating activities are included in
the acquisition cost of assets. Similar principles apply to accumulated
depreciation. Repair and maintenance costs of tangible assets are
recognised as expenses when incurred.
Government grants
Government grants received for the acquisition of fixed assets are
recognised as deductions in the book values for property, plant and
equipment. The grants are released to profit through smaller
depreciations during the use of the asset in question.
Leases
Lease agreements are valued to present value by discounting
contractual lease payments. The discount rate used in the valuation is
the Group's incremental borrowing rate The maturity of a lease
agreement is assessed on a contract-by-contract basis and the option
to extend is used only when it is highly probable that such option is
to be exercised. The present value of the agreement is recognized in
the balance sheet as a right-of-use asset and a right-of-use liability.
Right-of-use assets depreciated on a straight -line basis over the lease
term. The rent payments are allocated to the principal and financial
expenses. Financial expenses are calculated from the remaining
right-of-use liability using the Group's incremental borrowing rate.
The Group uses the exemptions permitted by the standard and does
not apply the standard to under 12 months short-term and low-value
leases. Therefore, payments for short-term leases and low value
leases are recognized as expenses on an accrual basis.
Impairment
The book values for assets are assessed for any signs of impairment.
If there are signs of impairment, an estimate is determined for the
amount recoverable on the asset. An impairment loss is recognised if
the balance sheet value of the asset or the cash-generating unit
exceeds the recoverable amount. Impairment losses are recognised
in the income statement.
The impairment loss of a cash-generating unit is first allocated to
reducing the goodwill attributed to the unit, and then to reducing
other assets of the unit on a pro rata basis.
The recoverable amount of intangible, tangible and right-of-use
assets is determined at the higher of the fair value less costs to sell
and the value in use. In determining the value in use, the estimated
future cash flows are discounted to their present value based on
discount rates applying to the average pre-tax capital costs of the
cash-generating unit in question. The discount rates take also into
account any special risk associated with the cash-generating units.
Impairment losses on tangible, right-of-use and intangible assets
other than goodwill are reversed if a change has occurred in the
estimates used in determining the recoverable amount of the asset.
The amount by which an impairment loss is reversed is no more than
the book value (less depreciation) that would have been determined
for the asset if no impairment loss had been recognised on it in
previous years. Impairment losses recognised on goodwill are not
reversed.
Inventories
Inventories have been measured at the lower of acquisition cost and
net realizable value. The net realizable value is the estimated selling
price in the ordinary course of business, after deduction of the
estimated costs of completion and the estimated costs necessary to
make the sale.
The value of inventories has been determined using the weighted
average price method costing method and includes all direct costs of
acquisition and other indirect costs to be allocated. The cost of each
inventory item produced comprises not only the purchase costs of
materials, direct labour costs and other direct costs, but also a
proportion of production overheads, but not selling or financing
costs. The value of inventories has been reduced for obsolescent
assets.
Financial instruments
The Group’s financial assets are classified into the following
categories: financial assets measured at amortised cost and financial
assets recognised at fair value through the income statement. This
classification is based on the business model according to which the
financial asset is managed and on agreement-based cash flow
properties. Transaction costs are included in the original book value
of the financial assets for items not measured at fair value through the
income statement. All purchases and sales of financial assets are
recognised on the transaction date. Financial assets recognised at fair
value through the income statement include derivatives not covered
by hedge accounting and publicly listed shares. Financial assets
recognised at amortised cost include trade receivables and certain
other receivables.
The Group may sell trade receivables to financing companies. Sold
trade receivables are derecognised on the consolidated balance
sheet once payment for the trade receivables has been received from
the buyer and all material risks and benefits related to ownership
have been transferred to the buyer.
Cash and cash equivalents in the balance sheet and cash flow
statement comprise cash, bank deposits from which withdrawals can
be made and other short-term highly liquid investments. Items
classified in cash and cash equivalents have a maximum of three
months maturity from the acquisition date.
The Group’s financial liabilities are classified as financial liabilities
recognised at amortised cost and financial liabilities recognised at fair
value through the income statement. Financial liabilities recognised
at amortised cost include trade payables and other liabilities and
loans. Financial liabilities recognised at fair value through the income
statement include derivatives that do not meet the criteria for hedge
accounting. Unrealised and realised gains and losses related to
changes in the fair values of such derivatives are recognised through
the income statement for the period during which they arise.
21
Financial assets and liabilities recognised at fair values are measured
primarily using publicly quoted prices. Market prices are normally
available for commodity derivatives used by the Group. If publicly
quoted prices are not available, fair value is measured with
standardized valuation methods using for example interest rates and
discounted cash flows and price quotations from market
counterparties.
Financial liabilities are originally recognised at fair value less
transaction costs directly related to the acquisition or issuance of the
item in question. Financial liabilities, excluding derivative liabilities,
are later measured at amortised cost using the effective interest
method. Financial liabilities are included in non-current and current
liabilities, and they may be interest-bearing or non-interest-bearing.
The Group determines impairment of financial assets measured at
amortised cost based on expected credit losses. The estimate of a
valuation allowance concerning expected credit losses is based on
experiences of actual credit losses, considering the financial
conditions at the time of examination and an estimate of future
expectations. Trade receivables are derecognised on the balance
sheet as final credit losses once it is no longer reasonable to expect
payment for them. An indication of final payment failure is for
example a payment being overdue by more than 90 days. If payment
is later received for items recognised as final credit losses, the
payment is recognised as offset on the same line in the income
statement.
Derivative financial instruments are initially recognised at fair value on
the date a contract is entered into and are subsequently re-measured
at their fair value. The Group applies cash flow hedge accounting to
certain interest rate swaps, forward currency and commodity
derivative contracts. When hedging is initiated, the financial
relationship between hedging instruments and hedged items is
documented and whether changes in the cash flows of hedged items
are expected to offset the changes in the cash flows of hedging
instruments. In addition, the objectives of risk management and
strategies for taking hedging actions are documented. The hedged
cash flow must be highly probable, and the cash flow must ultimately
affect the income statement.
For hedges that meet the terms for hedge accounting, the effective
portion of the change in fair value of a hedge is recognised in the
statement of comprehensive income until the hedged transaction
affects the income statement. Any residual ineffective portion for
interest rate and currency derivatives is recognised to financial items
and for commodity derivatives to other operating income or
expenses. The cumulative change in fair value recognised in other
comprehensive income is recognised to purchases or sales or
financial items based on their nature on the same date that the cash
flow from the hedged transaction is recognised in the income
statement. When a derivative financial instrument expires, is sold or
does not meet the hedge accounting criteria, the cumulative change
in the fair value of the hedging instrument will remain in the hedge
reserve and is recognised in income statement on the same date that
the cash flow of the hedged item is recognised in the income
statement. The cumulative fair values of the hedging instruments are
transferred immediately from the hedge reserve to other operating
income or expense or financial items based on their nature if the
hedged cash flow is no longer expected to occur.
Despite certain hedging relationships fulfil the effective hedging
requirements of the Group’s risk management policy, the Group does
not apply hedge accounting to all transactions done in hedging
purpose. These instruments’ fair value changes are recognised in
other operating income or expense or financial items based on their
nature.
Equity
Purchases of own shares are deducted from equity attributable to
shareholders of the parent company up till the shares are cancelled
or transferred back to circulation. Dividend distribution to the
company’s shareholders is recognised as a liability in the Group’s
financial statements in the period in which the dividends are
approved by the company’s shareholders.
Accounting principles requiring executive judgement and the main
uncertainties concerning the assessments made
In preparing the consolidated financial statements in accordance with
international accounting practices, the company’s management has
had to make assessments and assumptions that affect the amount of
assets, liabilities, income and expenses recognised in the accounts
and the contingencies presented. These assessments and
assumptions are based on experience and on other reasonable
suppositions that are believed to be realistic in the circumstances that
constitute the basis for the estimates of items recognised in the
financial statements. The outcome may deviate from these estimates.
The Group tests annually goodwill from the associated company
Sucros Oy and from Frozen foods products for possible impairment
and assesses any indication of impairment. The recoverable amounts
of units that generate cash flow are based on value in use
calculations. These calculations require the use of estimates.
Determination of the fair value of tangible and intangible assets
acquired in business combinations requires estimations by
management and is often based on assessment of asset cash flows.
The utilization of deferred tax assets against future taxable income is
assessed annually based on management's assessment.
Other assessments including management judgement are mainly
related to restructuring plans, the extent of obsolescent inventories,
environmental, litigation and tax risks.
Preparation of financial statements in ESEF format
The financial statements are reported in electronic ESEF format. The
main statements of the financial statements and disclosures are
marked with the XBRL taxonomy. The ESEF format financial
statements have been reviewed by the auditor.
New IFRS standards and IFRIC interpretations
The new IFRS standards, amendments to standards and IFRIC
interpretations effective after the end of the financial year are not
expected to have a material impact on the Group.
22
Note 2. Operating segments
The segment information is based on the Group's organisation and management reporting structure.
Apetit’s continuing operations are Food Solutions and Oilseed Products. In addition, Apetit reports Group Functions, consisting of the expenses related to Group management, strategic projects
and listing on the stock exchange, that are not allocated to the business segments.
Intra-group sales take place at arm’s length prices. The assets and liabilities of a segment are such items of the business operations that the segment uses in its business operations or that can be
allocated to a segment on reasonable basis. Tax and finan cing items together with items common to the whole Group are unallocated assets and liabilities. Reported figures are based on IFRS
standards.
1-12/2025
EUR Million
Food Solutions
Oilseed Products
Group Functions
Apetit Group
Segment net sales
77.7
90.4
2.0
170.2
Intra-group net sales
-
-0.5
-2.0
-2.5
Net sales
77.7
89.9
-
167.6
Operating profit
14.3
2.2
-2.9
13.7
Assets
80.5
40.9
-
121.4
Unallocated
26.6
Total assets
80.5
40.9
-
147.9
Liabilities
26.8
5.2
-
32.0
Unallocated
4.3
Total liabilities
26.8
5.2
-
36.3
Gross investments in non-current assets
3.6
2.0
1.9
7.5
Depreciation and amortisation
4.4
2.3
0.8
7.4
Personnel, FTE
246
59
16
321
23
1-12/2024
EUR Million
Food Solutions
Oilseed Products
Group Functions
Apetit Group
Segment net sales
75.8
87.4
1.3
164.5
Intra-group net sales
-0.0
-0.5
-1.3
-1.8
Net sales
75.8
86.9
-
162.6
Operating profit
8.1
4.2
-3.0
9.3
Assets
57.3
46.3
-
103.6
Unallocated
31.3
Total assets
57.3
46.3
-
134.9
Liabilities
19.4
7.4
-
26.8
Unallocated
0.6
Total liabilities
19.4
7.4
-
27.3
Gross investments in non-current assets
2.6
4.4
2.6
9.6
Business acquisitions and other investments
-
-
0.4
0.4
Depreciation and amortisation
4.3
1.9
0.5
6.6
Personnel, FTE
246
54
15
315
Geographical information
Net sales
Non-current assets
EUR Million
1-12/2025
1-12/2024
31.12.2025
31.12.2024
Finland
140.7
136.3
73.1
76.1
Norway
15.9
17.0
-
-
Sweden
6.7
6.5
11.1
-
24
Other countries
4.4
2.8
-
-
Total
167.6
162.6
84.2
76.1
The group has one customer whose turnover exceeded 10% of the entire group's turnover. The turnover of this customer was 32.6 million euros (19.5%) and it was accumulated from the Food
Solutions and Oilseed Products segments.
Note 3. Acquired operations
Apetit Plc announced on 9 October 2025, that it acquires 100 percent of the shares of Swedish
frozen peas producer Foodhills AB. The acquisition was completed on 27 November 2025.
Foodhills' operations will be reported as part of Apetit's Food Solutions business segment from
the closing of the transaction.
Foodhills is a frozen pea grower and producer in Skåne area in Sweden. The net sales of
Foodhills AB in 2024 were SEK 167.8 million and operating profit SEK -54.7 million. Since 2018,
Foodhills has made investments of over SEK 200 million to the Bjuv production plant. The fields
of approximately 300 contract farmers of Foodhills are located in the Skåne and Halland regions.
The post-acquisition turnover of Foodhills AB was EUR 1.0 million and the result was EUR -0.4
million. The full-year turnover was EUR 13.0 million and the result was EUR -4.1 million. If the
acquired company had been consolidatedd into the Group as of 1 January 2025, the Apetit
Group's turnover would have been EUR 179.6 million and the result was EUR 4.3 million. During
the coming financial periods, the transaction is expected to increase the turnover of Food
Solutions by +20% and the result impact to be negative in the short term.
Frozen peas are one of the core products of Apetit Plc's Food Business. The business models in
terms of cultivation and processing frozen peas are very similar in Finland and Sweden.
According to Apetit Plc's assessment, owning Foodhills AB provides a good growth platform for
the business in Sweden and a strong market position in the European frozen pea market. In the
southern Swedish region, other operators have given up growing frozen peas, and the specialist
expertise in the field is concentrated in Foodhills AB.
The purchase price paid for Foodhills AB was lower than the fair value of the acquired
identifiable net assets, which resulted in a bargain purchase in accordance with IFRS 3. Before
recognizing the gain, management reassessed the valuation of all acquired identifiable assets
and liabilities. This reassessment confirmed that the fair values had been determined
appropriately and that the resulting gain was not due to valuation errors. The profit reflected the
company's prolonged loss-making and the low interest of other players in owning the company,
as well as the previous owner's desire to focus on its core business. In connection with the
transaction, the previous owner converted the majority of its debt-based loans to Foodhills AB
into unrestricted equity.
EUR million
Fair value at
27.11.2025
Acquisition price
4.9
Intagible assets
0.0
Tangible assets
2.8
Right-of-use assets
5.3
25
Inventories
8.5
Current receivables
2.5
Deffered tax assets
2.8
Cash and cash equivalents
0.3
Total assets
22.2
Non-current liabilities
1.0
Lease liabilities
6.5
Current liabilities
1.6
Total liabilities
9.0
Net assets
13.2
Bargain purchase
8.3
Fair values have been calculated at the exchange rate on the acquisition date
The calculation is final
Cash flow effect of the acquisition
The total purchase price in cash
-5.0
Acquisition-related costs
-0.5
Repayment of acquisition-related right -of-use debts
-1.2
Acquired company’s cash and cash equivalents
0.3
Cash flow effect of the acquisition
-6.5
In January 2026, the buyer received a refund of EUR 0.1 million from the seller in connection
with the final reconciliation of the terms of the purchase agreement.
Other operating income and expenses
EUR million
1-12/2025
1-12/2024
Other operating income
Government subsidies
0.3
0.1
Gain on disposal of non-current assets, tangibles
0.0
0.2
Rental income
0.2
0.2
Other operating income *
9.2
1.1
Total
9.7
1.6
* Other operating income includes a bargain purchase recognition of EUR 8.3 million ralating to
the acquisition of shares in Foodhills AB.
Other operating expenses
Rents and leases
1.9
1.1
Administrative expenses
1.8
1.3
IT and communication expenses
1.9
1.9
Sales and marketing expenses
2.7
2.9
Maintenance expenses
6.9
6.0
Other selling expenses
4.4
4.3
Other items
4.4
4.6
Total
24.1
22.1
Audit fees paid by the Group to its independent auditor
Regular statutory audit services
0.2
0.2
Other statutory audit services
-0.1
0.0
Other services
0.1
0.0
Total
0.2
0.2
26
Note 5. Employee benefits expense
EUR million
1-12/2025
1-12/2024
Salaries and fees
17.9
17.6
Pension expenses
3.2
3.2
Other employee benefit
0.7
0.5
Total
21.8
21.3
Note 6. R&D expenses
EUR million
1-12/2025
1-12/2024
R & D expenses
2.1
2.1
% of the net sales
1.3
1.3
Note 7. Materials and services
EUR million
1-12/2025
1-12/2024
Purchases during the period
100.7
112.4
Change in stocks
5.6
-11.7
External services
4.0
4.3
Total
110.4
104.9
Note 8. Depreciation, amortisation and impairment
EUR million
1-12/2025
1-12/2024
Depreciation
Intangible assets
0.9
0.5
Buildings
1.3
1.4
Machinery and equipment
3.7
3.3
Right-of-use assets
1.5
1.4
Other tangible assets
0.0
0.0
Total
7.4
6.6
Impairment
Note 9. Financing income and expenses
EUR million
1-12/2025
1-12/2024
Finance income
Interest income
0.1
0.1
Foreign exchange gain
0.0
0.0
Other financial income
0.0
0.3
Total
0.1
0.4
EUR million
1-12/2025
1-12/2024
Finance expenses
Interest on borrowings from others
0.3
0.5
Foreign exchange loss
0.0
0.0
Other financial expenses
0.6
0.5
Total
1.0
1.0
Note 10. Income taxes
27
EUR million
1-12/2025
1-12/2024
Tax on income from operations
Tax on income from operations
-0.0
-0.0
Change in deferred tax asset
-0.5
-0.7
Change in deferred tax liability
-0.5
-1.0
Total
-1.0
-1.8
Tax calculation
Accounting profit before taxes
10.0
10.3
Tax at the domestic rate
-2.0
-2.1
Effect of associated company results
-0.6
0.3
Effect of bargain purchase
1.7
-
Other items
-0.1
-0.0
Taxes in income statement
-1.0
-1.8
28
Note 11. Deferred tax assets and liabilities
Reconciliation of deferred tax assets and liabilities to balance sheet
EUR million
1.1.2025
Recognised in
income statement
Recognised in
other
comprehensive
income
Recognised
directly in equity
Businesses
combinations
31.12.2025
Deferred tax assets
Carry forward of unused tax losses
1.2
-0.4
-
-
-
0.8
Deferred depreciation
0.4
-0.1
-
-
-
0.3
Intangible and tangible assets
0.0
0.0
-
-
2.8
2.9
Other items
0.1
0.1
-
-
-
0.2
Total deferred tax assets
1.8
-0.4
-
-
2.8
4.2
Offset against deferred tax liabilities
-1.8
-1.2
Net deferred tax assets
-
-0.4
-
-
2.8
2.9
Deferred tax liabilities
Accumulated depreciation difference
-0.5
-0.4
-
-
-
-1.0
Inventories
-1.0
-0.1
-
-
-
-1.1
Intangible and tangible assets
-0.4
-
-
-
-
-0.4
Derivative instruments
-0.1
-
0.1
-
-
-0.0
Other items
-0.1
0.1
-
-
-
-0.0
Total deferred tax liabilities
-2.1
-0.5
0.1
-
-
-2.5
Offset against deferred tax assets
1.8
1.2
Net deferred tax liabilities
-0.4
-0.5
0.1
-
-
-1.3
29
Deferred tax assets related to the acquisition of Foodhills AB have been recognized from temporary differences.
Apetit has not unrecognised deferred tax assets related to taxable losses. The taxable losses will expire in 2028 - 2033. Apetit has assessed if there will be sufficient taxable profit against which the
losses can be utilised. The Group has estimated that the deferred tax assets will be fully recoverable during the next few years. The group has 0.4 million other deferred tax assets not recognised in the
balance sheet.
EUR million
1.1.2024
Recognised in
income statement
Recognised in
other
comprehensive
income
Recognised
directly in equity
Businesses
combinations
31.12.2024
Deferred tax assets
Carry forward of unused tax losses
2.4
-1.2
-
-
-
1.2
Deferred depreciation
0.5
-0.1
-
-
-
0.4
Intangible and tangible assets
0.0
0.0
-
-
-
0.0
Other items
0.2
-0.0
-
-
-
0.1
Total deferred tax assets
3.1
-1.3
-
-
-
1.8
Offset against deferred tax liabilities
-1.6
-1.8
Net deferred tax assets
1.5
-1.3
-
-
-
0.0
Deferred tax liabilities
Accumulated depreciation difference
-0.3
-0.3
-
-
-
-0.5
Inventories
-0.8
-0.1
-
-
-
-1.0
Intangible and tangible assets
-0.4
-
-
-
-
-0.4
Derivative instruments
-0.0
-
-0.1
-
-
-0.1
Other items
-0.0
-
-0.1
-
-
-0.1
Total deferred tax liabilities
-1.6
-0.4
-0.2
-
-
-2.1
Offset against deferred tax assets
1.6
1.8
30
Net deferred tax liabilities
0.0
-0.4
-0.2
-
-
-0.4
31
Note 12. Earnings per share
Basic earnings per share is calculated by dividing the result for the financial year attributable to
the shareholders of the parent company by weighted average number of the shares outstanding.
The outstanding shares do not include treasury shares in possession of the company. Diluted
earnings per share is calculated by dividing the result for the financial year attributable to the
shareholders of the parent company by diluted weighted average number of the shares
outstanding.
Earnings per share are diluted by the matching share plan issued for the key personnel.
EUR million
1-12/2025
1-12/2024
Result attributable to the shareholders of the parent
company, Group
9.0
8.5
Weighted average number of outstanding shares, basic
(pcs)
6,214,136
6,210,916
Weighted average number of outstanding shares, diluted
(pcs)
6,230,787
6,232,249
Basic earnings per share, Group (EUR/share)
1.44
1.37
Diluted earnings per share, Group (EUR/share)
1.44
1.36
Note 13. Intangible and tangible assets, leases and
goodwill
Goodwill and impairment testing
Goodwill has been allocated to the following cash-generating units or groups of units:
EUR million
31.12.2025
31.12.2024
Frozen products
0.4
0.4
Total
0.4
0.4
In impairment testing, the recoverable amount from operating activities is determined baed on
value in use calculations. Expected future cash flows are based on management-approved
forecasts and are given for a five -year period, and cash flows beyond this are extrapolated using a
growth factor of 1%.
Frozen product goodwill impairment testing
The key variables in the value in use calculation are forecasted net sales, gross margin, EBIT,
change in working capital and discount rate. The pre-tax discount rate used is 8.2%. In Frozen
products the value in use exceeded the carrying amount of the tested assets by a wide margin
and significant negative change in any of the key variables would not result to an impairment.
Sucros Group goodwill impairment testing
32
The key variables used in the calculation of value in use are forecasted net sales, gross margin,
EBIT, change in working capital and discount rate. The pre-tax discount rate used is 7.9%. The
value in use of Sucros was in line with the carrying amount of the assets being tested. No
goodwill has been allocated to the Sucros Group.
33
Intangible assets
EUR million
Development costs
Other intangible assets
Advance payments for
intengible assets
Goodwill
Total
Acquisition cost 1.1.2025
1.9
12.5
0.4
0.4
15.1
Translation differences
-
0.0
-
-
0.0
Business combinations
-
0.1
-
-
0.1
Additions
-
1.7
0.2
-
1.9
Disposals
-
-0.5
-
-
-0.5
Reclassifications
-
0.4
-0.4
-
-
Acquisition cost 31.12.2025
1.9
14.1
0.2
0.4
16.6
Cumulative amortisation and impairment 1.1.2025
-0.9
-8.6
-
-
-9.5
Translation differences
-
-0.0
-
-
-0.0
Cumulative amortisation on business combinations
-
-0.1
-
-
-0.1
Cumulative amortisation on disposals and reclassifications
-
0.5
-
-
0.5
Amortisation
-0.3
-0.5
-
-
-0.9
Cumulative amortisation and impairment 31.12.2025
-1.2
-8.6
-
-
-9.9
Carrying amount 1.1.2025
0.9
3.9
0.4
0.4
5.6
Carrying amount 31.12.2025
0.6
5.5
0.2
0.4
6.7
EUR million
Development costs
Other intangible assets
Advance payments for
intengible assets
Goodwill
Total
Acquisition cost 1.1.2024
1.7
11.4
1.5
0.4
14.9
Correction to the acquisition cost 1 Jan
0.0
0.5
-
-
0.5
34
Additions
0.2
2.4
0.4
-
3.0
Disposals
-
-3.3
-
-
-3.3
Reclassifications
-
1.4
-1.5
-
-0.1
Acquisition cost 31.12.2024
1.9
12.5
0.4
0.4
15.1
Cumulative amortisation and impairment 1.1.2024
-0.6
-11.1
-
-
-11.7
Correction to cumulative amortisation and impairment 1.1
-0.0
-0.5
-
-
-0.5
Cumulative amortisation on disposals and reclassifications
-
3.3
-
-
3.3
Amortisation
-0.3
-0.2
-
-
-0.5
Cumulative amortisation and impairment 31.12.2024
-0.9
-8.6
-
-
-9.5
Carrying amount 1.1.2024
1.1
0.3
1.5
0.4
3.3
Carrying amount 31.12.2024
0.9
3.9
0.4
0.4
5.6
35
Tangible assets
EUR million
Land and
water
Land and
water, right-of-
use
Buildings and
structures
Buildings and
structures,
right-of-use
Machinery and
equipment
Machinery and
equipment,
right-of-use
Other tangible
assets
Advance
payments and
work in
progress
Total
Acquisition cost 1.1.2025
2.8
-
43.1
6.9
78.9
7.2
0.5
0.2
139.6
Translation differences
-
-
0.0
0.0
0.0
0.0
-
0.0
0.1
Business combinations
-
-
0.0
4.1
2.9
1.2
-
-
8.2
Additions
-
-
1.4
1.4
2.7
0.4
-
1.5
7.5
Disposals
-
-
-1.9
-
-0.2
-
-
-
-2.0
Reclassifications
-
-
0.6
-
0.0
-
-0.4
-0.2
-
Acquisition cost 31.12.2025
2.8
-
43.2
12.5
84.4
8.8
0.1
1.5
153.2
Cumulative amortisation and impairment 1.1.2025
-
-
-29.2
-5.7
-55.2
-1.2
-0.4
-
-91.5
Translation differences
-
-
-0.0
-0.0
-0.0
-0.0
-
-
-0.0
Cumulative amortisation on business combinations
-
-
-0.0
-
-
-
-
-
-0.0
Cumulative amortisation on disposals and
reclassifications
-
-
1.5
-
0.2
-
0.4
-
2.0
Amortisation
-
-
-1.4
-1.0
-3.6
-0.6
-0.0
-
-6.5
Cumulative amortisation and impairment 31.12.2025
-
-
-29.1
-6.6
-58.6
-1.7
0.0
-
-96.0
Carrying amount 1.1.2025
2.8
-
13.9
1.2
23.8
6.1
0.1
0.2
48.0
Carrying amount 31.12.2025
2.8
-
14.1
5.9
25.8
7.1
0.1
1.5
57.2
36
EUR million
Land and
water
Land and
water, right-of-
use
Buildings and
structures
Buildings and
structures,
right-of-use
Machinery and
equipment
Machinery and
equipment,
right-of-use
Other tangible
assets
Advance
payments and
work in
progress
Total
Acquisition cost 1.1.2024
3.0
-
41.5
6.2
58.7
7.2
0.4
2.1
119.1
Correction to the acquisition cost 1 Jan
-
-
0.1
-
14.1
-
0.1
-
14.3
Additions
0.1
-
1.4
0.6
5.0
0.0
-
0.2
7.3
Disposals
-0.2
-
-0.1
-
-0.8
-
-
-
-1.2
Reclassifications
-
-
0.1
-
2.0
-
-
-2.1
-
Acquisition cost 31.12.2024
2.8
-
43.1
6.9
78.9
7.2
0.5
0.2
139.6
Cumulative amortisation and impairment 1.1.2024
-0.2
-
-27.8
-4.7
-38.6
-0.6
-0.2
-
-72.3
Correction to the accumulated amortisation and
impairment 1 Jan
-
-
-0.1
-
-14.1
-
-0.1
-
-14.3
Cumulative amortisation on disposals and
reclassifications
0.2
-
0.1
-
0.8
-
-
-
1.1
Amortisation
-
-
-1.4
-0.9
-3.3
-0.5
-0.0
-
-6.1
Cumulative amortisation and impairment 31.12.2024
-
-
-29.2
-5.7
-55.2
-1.2
-0.4
-
-91.5
Carrying amount 1.1.2024
2.8
-
13.7
1.5
20.0
6.6
0.2
2.1
46.9
Carrying amount 31.12.2024
2.8
-
13.9
1.2
23.8
6.1
0.1
0.2
48.0
37
Leases
Amounts recognised in balance sheet
EUR million
31.12.2025
31.12.2024
Right-of-use assets
Buildings and structures
5.9
1.2
Machinery and equipment
7.1
6.1
Total
12.9
7.3
Lease liabilities
Non-current lease liability, interest-bearing
10.4
5.9
Current lease liability, interest bearing
2.8
1.5
Total
13.2
7.4
Expected maturity analysis of lease liabilities is presented in note 24.
Amounts recognised in income statement
EUR million
1-12/2025
1-12/2024
Depreciation of right -of-use assets
Buildings and structures
1.0
0.9
Machinery and equipment
0.6
0.5
Total
1.5
1.4
Interest expenses
0.3
0.3
Expenses relating to short-term leases
0.0
0.0
Expenses relating to leases of low value
0.0
0.0
Expenses relating to variable lease payments
1.6
1.3
Cash outflow for leases
3.6
2.8
The Group's leasing activities and related accounting principles
The Group leases warehouses, offices, equipment and vehicles. Rental contracts are typically
concluded for fixed periods of 2 months to 15 years but may have extension options as described
below.
Contracts may contain both lease and non-lease components. The Group allocates the
consideration in the contract to the lease and non-lease components based on their relative
stand-alone prices.
The terms of the leases are negotiated on a case-by-case basis. Leases do not include covenants
other than the lessor's interest on the leased assets. Leased assets are not used as collateral for
loans.
Accounting principles of lease agreements are described in detail in Note 1. Accounting
principles
Variable lease payments
38
Some warehouse leases contain variable payment terms that are linked to volume generating
from stock movements through the warehouse. Variable lease payments that depend on volume
are recognised in the income statement in the period in which the condition that triggers those
payments occurs.
Extension and termination options
Extension and termination options are included in a number of lease agreements. Options are
used to maximise operational flexibility in terms of managing the assets used in the group's
operations. The majority of extension and termination options held are exercisable only by the
Group and not by the respective lessor.
Critical judgements in determining the lease term
All facts and circumstances that create an economic incentive to exercise an extension option or
not exercise a termination option are assessed when defining the lease period. Extension options
(or periods after termination options) are only included in the lease period if the lease is
reasonably certain to be extended (or to be terminated).
Residual value guarantees
The Group has no residual value guarantees.
39
Note 14. Shares in associated companies
EUR million
31.12.2025
31.12.2024
Book value, 1 January
21.6
22.8
Share of results for the period
-2.8
1.5
Dividends received
-1.0
-2.8
Book value, 31 December
17.8
21.6
Group's holding in Sucros Group totals to 20 %.
Associated companies are consolidated using the equity method and they do not have public
quotations.
Principles of goodwill impairment testing have been presented in Note 13.
Financial information for material associated company
Sucros Group's financial year ends on February 28. Sucros Group has been consolidated based
on the interim financial statement per 31.12.2025
Sucros Group's published FAS-financial statement
EUR million
03/2024-02/2025
03/2023-02/2024
Non-current assets
29.8
26.6
Current assets
113.1
114.5
Cash and cash equivalents
2.8
2.3
Asset
145.8
143.3
Equity
97.9
105.5
Deferred tax liability
2.7
2.2
Current liabilities
45.2
35.6
Equity and liabilities
145.8
143.3
Net sales
178.4
189.8
Operating income and expenses
-170.2
-173.1
Operating result
8.2
16.7
Financial income and expenses
-0.2
0.2
Taxes
-1.9
-3.2
Profit / loss for the period
6.1
13.8
Breakdown of Sucros holdings in the consolidated financial statements
EUR million
31.12.2025
31.12.2024
Book value, 1 January
21.3
22.5
Profit / loss for the period
-2.8
1.6
Dividends received
-1.0
-2.8
Book value, 31 December
17.6
21.3
40
Note 15. Other non - current financial assets
EUR million
31.12.2025
31.12.2024
Connection fees
0.5
0.5
Investments in shares of unlisted companies
0.4
0.4
Total
0.9
0.9
Note 16. Trade receivables and other current receivables
EUR million
31.12.2025
31.12.2024
Trade receivables
8.3
5.8
Receivables based on derivative instruments
0.0
0.7
Accrued income and deferred expenses
0.6
0.2
Other receivables
0.9
0.3
Trade receivables from associates
0.4
0.2
Total
10.3
7.3
The substantial items in the accrued income and deferred expenses and other receivables are
related to raw material purchases and accruals of employment benefits.
During the financial year the Group has not recorded credit losses on trade receivables.
Note 17. Inventories
EUR million
31.12.2025
31.12.2024
Raw materials and consumables
20.1
25.2
Work in progress
13.3
8.1
Finished goods
16.2
13.3
Total
49.5
46.6
A write-down of EUR 0.0 (0.0) million in inventory value was booked to correspond the net
realisation value.
Note 18. Cash and cash equivalents
EUR million
31.12.2025
31.12.2024
Other current financial assets
0.2
2.4
Cash and cash equivalents
3.5
1.7
Total
3.7
4.1
Note 19. Shareholders' equity
EUR million
31.12.2025
31.12.2024
Number of shares
6,317,576
6,317,576
Outstanding shares
6,218,303
6,208,303
Number of own shares
99,273
109,273
Own shares' share of the company's share capital and
voting rights
1.6
1.7
Acquisition cost of own shares
-1.4
-1.6
Share capital
12.6
12.6
Share premium
23.4
23.4
Total
36.0
36.0
The fully paid and registered share capital of the company at the end of the financial year was
EUR 12,635,152.
41
Descriptions of the funds in equity
Translation differences
The translation differences reserve includes translation differences arising from the translation of
the financial statements prepared in foreign currency.
Fair value reserve
The fair value reserve includes a hedging reserve for the revaluation of the fair values of derivative
instruments used for cash flow hedges.
Invested non-restricted equity capital
The invested non-restricted equity capital includes the share subscription price to the extent that
it is not recognised in the share capital. The amount consists of the directed share issue related to
the matching share plans carried out in 2021, in which a total of 8,000 shares were subscribed at
the price of 13.91 euro per share and in 2023, in which a total of 10,000 shares were subscribed
at the price of 12.24 euro per share.
Other reserves
Other reserves consist of the parent company's contingency reserve that includes a portion
transferred from retained earnings by decision of the Annual General Meeting.
Own shares
Apetit Plc's Annual General Meeting held on April 10, 2025 authorized the Board of Directors to
repurchase the company's own shares. Altogether no more than 80,000 shares may be
repurchased using company's retaining earnings. During the financial year, the company
transferred a total of 10,000 of own shares as part of a key employees matching share program.
Dividends
After the date of the financial statement the Board of Directors has proposed
a dividend per EUR/share to be paid.
For details on changes in equity, see statement of changes in shareholders' equity.
Note 20. Defined benefit plan obligations
EUR million
2025
2024
Pension obligations 1 Jan.
0.1
0.2
Increases / decreases
-0.0
-0.1
Pension obligations 31 Dec.
0.1
0.1
Pension obligations relate mainly to defined benefit pension plans.
Apetit Group’s most significant benefit plans are in the parent company. Parent company’s plans
include 37 pensioners. Plans are administered in pension companies.
EUR million
2025
2024
Pension liability recognised in the balance sheet
Present value of funded obligations
0.7
1.0
Fair value of plan assets
0.6
0.8
42
Net liability (+) / asset (-)
0.1
0.1
Change in the defined benefit obligation
Defined benefit obligation in the beginning of the year
1.0
1.1
Interest expenses
0.0
0.0
Actuarial gains (-) and losses (+)
-0.2
-0.0
Benefits paid
-0.1
-0.1
Defined benefit obligation at the end of the year
0.7
1.0
Change in plan assets
Plan assets in the beginning of the year
0.8
0.9
Interest income
-0.1
0.0
Contributions paid into the plans
0.0
0.1
Benefits paid
-0.1
-0.1
Plan assets at the end of the year
0.6
0.8
EUR million
2025
2024
Defined benefit expense in income statement
Interest cost on pension obligation
0.0
0.0
interest income on plan assets
-0.0
-0.0
Pension expense recognised in income statement
0.0
0.0
The amounts recognised in equity
Gains and losses from change of financial assumptions
-0.0
-0.0
Experience gains and losses
-0.2
0.0
Return on plan assets excluding interest
0.2
-0.0
Remeasurements of post-employment benefit obligations
-0.0
-0.0
Significant actuarial assumptions
Discount rate (%)
3.7
3.2
Pension growth rate (%)
2.3
2.3
Inflation (%)
2.2
2.2
Pension liability
Changes in the assumptions, sensitivity 2025
Increase %
Decline %
Discount rate, change 0,5%
-2.7
2.9
Pension payments growth rate, change 0.25 %
1.3
-1.3
Mortality, change 5%
-2.8
2.9
Pension liability
Changes in the assumptions, sensitivity 2024
Increase %
Decline %
Discount rate, change 0,5%
-2.9
3.1
Pension payments growth rate, change 0.25 %
1.4
-1.4
Life expectancy, change 5%
-2.7
2.9
Sensitivity analysis relate to Apetit plc's benefit plan.
Note 21. Share-based payments
Share - based incentive plan 2023-2025
43
The Board of Directors of Apetit Plc (“Apetit”) has decided on the establishment of a long-term
matching share scheme 2023–2025 and on the establishment of a performance-based share
scheme 2023–2025, whereupon the possible rewards will be paid as a combination of Apetit Plc’s
shares and cash. The members of the Group Management Team, HR Director and
Communications and Sustainability Director, currently seven people, are entitled to participate in
the long-term matching share incentive scheme at the beginning thereof. The members of the
Group Management Team, currently five people, are entitled to participate the performance-
based share incentive scheme at the beginning thereof.
Matching share plan
The Matching Share Plan comprises of the key personnel’s personal investment in the company's
shares and of their right to receive one additional share without consideration for each self-
acquired and retained company share as described in more detail below, after the earning period
ends on 15 June 2025, as well as a cash reward corresponding to the number of shares to be
issued. The purpose of the cash reward is to cover the taxes and tax-like payments to the key
personnel arising from the issuance of shares.
The matching shares and the related cash portion have paid to the participants when the
payment conditions have met on June 2025, in a manner decided by the Board of Directors of
Apetit Plc.
A maximum of 10,000 new shares or shares held by the company can be issued as additional
shares and the cash reward corresponding to the same number of shares can be given within the
Matching Share Plan. The maximum value of the plan, including the shares and the portion to be
paid in cash, was EUR 0.3 million calculated based on the average share price.
Performance share plan
In the Performance Share Plan, the potential receipt and amount of the reward is based on the
operating profit, ROCE -%, reduction of CO2 emissions, development of workplace safety and
success of the ERP renewal project of the Apetit Group from 1 January 2023 to 31 December
2025 and the person's continued employment or service relationship with the company.
If the set performance targets are achieved in full, the maximum amount of share rewards to be
transferred under the plan is 34,000 new shares or treasury shares held by the company, and the
cash reward corresponding to the number of shares in a manner decided by the Board of
Directors. The purpose of the portion to be paid in cash is to cover taxes and tax-like charges to
the key personnel arising from the portion to be issued in shares.
Share - based incentive plan 2023-2025
Matching share
plan 2023-2025
Performance
share plan 2023-
2025
Maximum number of shares granted, pcs
10,000
34,000
Grant date
13/03/2023
16/02/2023
Vesting period ends
15/06/2025
31/12/2025
Life time of the plan, years
2.3
2.9
Remaining life time at the balance sheet date, years
0.0
0.0
Employment condition
Yes
Yes
Requirement of own-purchase and holding of shares
Yes
No
Other non-market based performance conditions
No
Yes
Settlement method
50%/50% in
shares/cash
50%/50% in
shares/cash
Valuation principles
44
Share price at grant date, eur
12.24
10.83
Expected dividends per share during the vesting period,
eur per share
1.50
1.50
Fair value in accordance with IFRS 2 at grant date, eur per
share
10.74
9.33
Maximum value of the scheme at grant date, 1000 eur
215
634
Changes during the period, shares
Amount outstanding at the beginning of the period
10,000
34,000
Granted during the period
-
-
Forfeited during the period
-
-
Expired during the period
-
-
Vested during the period
10,000
-
Outstanding at the end of the period
-
34,000
EUR 1 000
Recognized as an expense against equity during the
period
53
117
Recognized as an expense during the period, against
liability
53
117
Total expense during the financial year
107
233
Debt balance at the end of reporting period
-
236
45
Note 22. Interest-bearing liabilities
EUR million
-
-
-
-
31.12.2025
31.12.2024
Non-current liabilities, interest-bearing
Non-current loans from financial institutions, interest -bearing
1.0
-
Non-current lease liability, interest-bearing
10.4
5.9
Total
11.4
5.9
Current liabilities, interest bearing
Current loans from financial institutions, interest -bearing
5.1
-
Current lease liability, interest bearing
2.8
1.5
Total
7.9
1.5
Reconciliation Interest-bearing liabilities
EUR million
Commercial
papers
Non-current loans
from credit
institutions
Current loans
from credit
institutions
Non-current lease
liabilities
Current lease
liabilities
Total
Interest-bearing liabilities 1.1.2025
-
-
-
5.9
1.5
7.4
Lease liabilities additions / (-) disposals
-
-
-
0.4
0.1
0.5
Increase from business combinations
-
1.0
-
4.1
1.2
6.3
Proceeds
-
-
5.1
-
-
5.1
Interest-bearing liabilities 31.12.2025
-
1.0
5.1
10.4
2.8
19.3
EUR million
Commercial
papers
Non-current loans
from credit
institutions
Current loans
from credit
institutions
Non-current lease
liabilities
Current lease
liabilities
Total
46
Interest-bearing liabilities 1.1.2024
-
-
-
6.5
1.6
8.1
Lease liabilities additions / (-) disposals
-
-
-
-0.6
-0.1
-0.7
Interest-bearing liabilities 31.12.2024
-
-
-
5.9
1.5
7.4
47
Note 23. Trade payables and other liabilities
EUR million
31.12.2025
31.12.2024
Current
Trade payables
8.7
8.5
Payables to associated companies
0.2
0.1
Accrued expenses and deferred income
6.5
7.9
Other liabilities
1.4
2.8
Total
16.9
19.4
The material items in accrued expenses and deferred income consist of personnel expenses and
accruals of material purchases.
Liabilities related to contracts with customers included in
accrued expenses
0.5
0.4
Note 24. Financial risk management
The Group is exposed to various financial risks in its normal business operations. The aim of the
Group’s risk management is to minimize the adverse effects of changes in the financial markets on
its financial performance. The main financial risks relate to liquidity, interest rate, currency, pricing
and counterparty risks. The Group uses derivative financial instruments to hedge against currency,
price and interest rate risks.
The financial risk management principles observed by the Group are subject to approval by the
Board of Directors of Apetit Plc, and the practical implementation of these principles is the
responsibility of the Financing Department, together with the busine ss unit management.
1. Market risks
Interest rate risk
EUR million
31.12.2025
31.12.2024
Non-current loans from financial institutions, interest-
bearing
1.0
-
Current loans from financial institutions, interest -bearing
5.1
-
Other current financial assets
0.2
2.4
Cash and cash equivalents
3.5
1.7
At the end of the financial year the Group had no issed commercial papers and loans from financial
institutions
Other short-term financial assets consist of liquid interest investments.
Sensitivity to interest rate risk arising from financial instruments
With the balance sheet structure on 31 December, a rise of one percentage point in interest rates
would have decreased Group’s net result by EUR -0.2 (-0.1) million and the equity by EUR -0.2 (-0.1)
million. The effect of interest rate decreasing one percentage point would have been the opposite.
Commodity risk
48
The Group is exposed to commodity risks associated with the availability of raw materials, the time
difference between procurement and sales, and price fluctuations. The business units are
responsible for managing their commodity risks in accordance with the risk management principles.
Hedge accounting is mostly applied when hedging the raw material risk.
The most significant commodity risks of Oilseed products relate to rapeseed. The business units
have defined risk limits to stay inside. Quoted commodity futures and forward agreements are used
to manage the risk exposure. The main commodities of Oilseeds products business unit have
functional derivative markets such as CME (CBOT) and Euronext (Matif), and the hedging
relationships are mostly effective. Even then, hedging may be implemented. The Group's exposure
to raw material risk and the maturity of the hedging derivative instruments, respectively, are less than
12 months. All instruments have published market prices at the balance sheet date on the
commodity exchanges mentioned above.
Food Solutions commodity risks arise from store chains’ pricing periods, where prices are fixed for
the entire pricing period. Commodity risk is mostly controlled by purchase and sales functions’ co-
operation.
Electricity price risk management is guided by a separate electricity procurement risk policy. Most of
the Group's electricity procurement is based on multi-year fixed -price contracts.
Sensitivity to commodity risk arising from financial instruments
EUR million
31.12.2025
31.12.2024
Derivative based commodity prices increase by 10%
Effect on equity
0.1
-0.7
Derivative based commodity prices decrease by 10%
Affect on equity
-0.3
0.3
When cash flow hedge accounting is applied, the change in the fair value of derivative financial
instruments is assumed to be recorded fully in equity.
Currency Risk
The Group operates in international markets and is thus exposed to currency risks arising from
changes in exchange rates. Sales and purchases and related balance sheet items denominated in
foreign currencies constitute transaction exchange rate risk. As of 27 November 2025, Foodhills Ab,
whose functional currency is the Swedish krona, will be consolidated into the Group. From the
acquisition date, the Group is also exposed to currency translation risk.
49
The principle followed by the Group is to hedge the original transaction risk in the case of all
financially significant currency positions. The instruments available in currency hedging are forward
currency contracts and currency options. The Group’s business units are responsible for currency risk
hedging. Currency hedging is guided by the risk management policy specifically defined for the
purpose and this is monitored by the Group’s Financing Department, together with the business
unit management. Translation risks are not hedged.
At the closing date of the financial statement the Group had no significant currency positions.
Fair value hierarchy on financial assets and liabilities valued at fair value
EUR million
Level 1
Level 2
Level 3
Total
Assets 31.12.2025
Other current financial assets
0.2
-
-
0.2
Liabilities 31.12.2024
Other current financial assets
2.4
-
-
2.4
Assets 31.12.2025
Commodity derivatives, hedge accounting
-0.2
-
-
-0.2
Liabilities 31.12.2024
Commodity derivatives, hedge accounting
-0.4
-
-
-0.4
During the year there has not been any transfers between levels 1 and 2.
Level 1 fair values are based on prices obtained from active markets.
Level 2 fair values are based on other input data and commonly accepted fair value models. The
input data is based on observable market prices.
Level 3 fair values are mostly based on other input data that are not for the most part based on
observable market prices, instead management estimates and commonly accepted fair value
models.
Nominal values of derivative instruments
EUR million
31.12.2025
31.12.2024
Commodity derivatives, cash flow hedge accounting
20.1
22.2
Other information related to cash flow hedge
The Group applies cash flow hedge accounting to commodity derivatives. Derivatives expire within
one year. Profit and loss statement effects of cash flow hedges are materially netted against the
opposing fair value change of the hedged item.
EUR million
1-12/2025
1-12/2024
50
Cash flow hedges recognised in equity
-0.7
0.6
Taxes related to cash flow hedges booked in equity
0.1
-0.1
Derivatives related to purchases and other operating
income and expense
-1.7
-1.1
Taxes related to cash flow hedges booked in profit and
loss
0.3
0.2
2. Credit risk
Derivative financial instruments are only entered into with domestic and foreign counterparties that
have a good credit rating. Commodity derivative instruments can be entered into on the
appropriate commodity exchanges if necessary. Liquid assets may be invested within the approved
limits in targets with a good credit rating.
To minimize the operational credit risk, the business units endeavour to obtain collateral security, as
credit insurance in the event that a customer’s credit rating so requires.
The Group’s management evaluates that there are no significant customer, geographical or
counterparty concentrations in the Group’s credit and counterparty risks. The sale of receivables to a
financial institution and the use of credit insurance for some other trade receivables reduces the
Group's counterparty risk.
Aging of Group’s receivables
EUR million
31.12.2025
31.12.2024
Not due
9.3
7.0
1 - 3 months past due
1.0
0.3
4 - 6 months past due
-
0.0
Total
10.3
7.3
3. Liquidity risk
The liquidity risk is the risk that the company may not have sufficient liquid assets or be unable to
acquire enough funds to meet the needs of its business operations. The aim of liquidity risk
management is to maintain sufficient liquid funds and credit facilities to ensure that there is always
enough financing for the Group’s business operations. The cash flows of the Group companies are
netted with the aid of the Group’s internal bank and Group accounts. To manage liquidity, the
Group has a commercial paper programme worth EUR 100.0 (100.0) million and long-term binding
credit facilities agreed with financial institutions; a total of EUR 23,9 (29.0) million was available in
credit at the closing date of the financial statement. The long -term share of the limit is EUR 19.9
(25.0) million. There were no commercial papers issued during the financial period. Liquidity risk
management is the responsibility of the parent company’s Financing Department.
Group’s derivative liabilities, trade payables and interest-bearing loan repayments and interest cash
flows
31.12.2025
1 - 5
> 5
EUR million
month
month
years
years
51
Loans from financial institutions and other loans
-
-5.2
-0.9
-
Lease liabilities
-0.7
-2.1
-8.5
-4.1
Trade payables
-8.9
-0.0
-
-
Derivative liabilities
-0.1
-0.2
-
-
Total
-9.7
-7.5
-9.4
-4.1
31.12.2024
1 - 5
> 5
EUR million
month
month
years
years
Lease liabilities
-0.4
-1.2
-3.3
-4.5
Trade payables
-8.3
-0.3
-
-
Derivative liabilities
-0.4
0.0
-
-
Total
-9.1
-1.5
-3.3
-4.5
4. Capital risk management
The main objective for capital risk management is to secure the Group’s operational preconditions
in all circumstances. The capital structure of the Group is reviewed by the Board of Directors on a
regular basis. Apetit plc does not have a public credit rating.
The amounts of the Group’s interest -bearing debts can fluctuate significantly during the year due to
a seasonality of the employed working capital. Normally the employed working capital is at highest
level during the latter part of the year and at lowest level during spring and summer.
EUR million
31.12.2025
31.12.2024
Interest Bearing liabilities
19.3
7.4
Other current financial assets
0.2
2.4
Cash and cash equivalents
3.5
1.7
Interest bearing net liabilities
15.7
3.3
Equity
111.6
107.6
Interest-bearing net debt and equity total
127.2
110.9
Net gearing
14.0 %
3.1 %
Equity Ratio
74.8 %
79.8 %
Note 25. Collateral, contingent liabilities, contingent
assets and other commitments
EUR million
31.12.2025
31.12.2024
Pledges given for debts
Guarantees
3.7
2.2
Binding agreements not recognised in the balance sheet
Within one year
0.9
1.0
After one year but not more than five years
0.7
0.9
After more than five years
1.3
1.4
Total
2.8
3.2
Investment commitments
Food Solutions
2.3
2.1
Oilseed products
1.7
0.3
Group functions
-
1.0
Other contingent liabilities
52
Liability to adjust value added tax on property investments
The Group is liable to adjust value added tax deductions on the 2016 -2025 property investments,
if the taxable use of the properties decreases. The maximum value of the liability is EUR 1.7 (1.7)
million and the liability is valid until 2035.
Note 26. Related party transactions
Parent company and subsidiary relations of the
Group
Domicile
Group's share of
ownership %
Group's share of
votes %
Apetit plc (parent company)
Finland
100.0
100.0
Apetit Ruoka Oy
Finland
100.0
100.0
Apetit Kasviöljy Oy
Finland
100.0
100.0
Foodhills AB
Sweden
100.0
100.0
Non-operative company:
Lännen Sokeri Oy
Finland
100.0
100.0
Salaries, wages and benefits of the administrative bodies of the Group
The administrative bodies consist of the members of the Supervisory Board, the Board of Directors,
the CEO and other members of the corporate management of the parent company.
EUR 1000
1-12/2025
1-12/2024
Supervisory Board
Harri Eela, chairman of the Supervisory Board
25
20
Juha Junnila, deputy chairman of the
Supervisory Board from 18 April 2024
16
11
Maisa Mikola, deputy chairman of the
Supervisory Board until April 18 2024
-
7
Other members of the Supervisory Board
25
30
The salaries, fees and fringe benefits of the members of the Board of Directors, the President and
CEO and the other members of the Management Team were as follows on an accrual basis:
EUR 1000
1-12/2025
1-12/2024
Board
Lasse Aho, chairman of the Board until
10.4.2025
21
62
Erkki Järvinen, chairman of the Board from
10.4.2025
53
-
Niko Simula, deputy chairman of the Board
50
43
Heli Arantola, member of the Board
43
27
Annikka Hurme, member of the Board until
26.2.2025
7
36
Antti Korpiniemi, member of the Board
42
37
Kati Sulin, member of the Board
44
37
Tero Hemmilä, member of the Board until 11
April 2024
-
10
Management
Esa Mäki, CEO
551
550
53
Corporate management, four members
953
851
The remuneration and incentive plans for management are made up of monetary remuneration,
fringe and pension benefits, and performance-related compensation settled in cash and shares, by
which the degree of success for the year is measured. The level of these plans is compared
annually with the general market level. The Board of Directors of Apetit plc decides on the
principles for the remuneration and incentive plans for the CEO and other members of the
management. The Board also confirms annually the indicators to be used for the plans and their
level in relation to the targets set. The indicators also include key figures connected with annual
budgets. Indicators for the CEO and management were among others the Group´s and applicable
business unit's EBIT. The maximum amount of performance-related compensation corresponds to
50 per cent of annual salary in the case of the CEO, and 33 per cent of annual salary for other
management.
The CEO has a defined contribution supplementary pension agreement with an agreed retirement
age of 63 years.
Post–employment benefits
EUR 1 000
1-12/2025
1-12/2024
Amount recognized as an expense due to
retirement benefit
Esa Mäki, CEO
35
35
The key conditions of the CEO’s terms of service are defined in his contract. The period of notice
for the CEO is twelve months.
The Group did not have any loan receivables from the group key management during the financial
periods.
Transactions with related parties
EUR million
1-12/2025
1-12/2024
Sales to associated companies
0.9
0.9
Purchases from associated companies
1.4
1.2
Trade receivables and other receivables from
associated companies
0.4
0.2
Trade payables and other liabilities to
associated companies
0.4
0.2
Sales to other related parties
0.0
0.0
Purchases from other related parties
0.5
0.2
Liabilities to other related parties
-
0.1
The sales of goods and services to related parties are based on valid market prices.
Purchases and liabilities with other related parties relate mostly to agricultural product purchases
from members of the Supervisory Board.
Note 27. Changes in accounting policies
There have not been any significant changes in the principles in preparing the financial
statements.
Note 28. Events since the end of the financial year
54
The Group is not aware of any events of material importance after the balance sheet date that
might have affected the preparation of the financial statements.
55
Parent company income statement, FAS
EUR 1000
Note
1-12/2025
1-12/2024
Net sales
(1)
2,014
1,276
Other operating income
(2)
665
835
Personnel expenses
(3)
-2,143
-2,376
Depreciation, amortisation and impairment
(4)
-519
-212
Other operating expenses
(5)
-2,646
-2,414
Operating profit / loss
-2,629
-2,891
Financial income and expenses
(6)
2,493
4,360
Profit / loss before appropriations and taxes
-136
1,469
Group contributions
2,300
5,000
Change in depreciation difference
-139
-204
Change in deferred tax assets
(7)
-80
-674
Net profit / loss
1,945
5,591
56
Parent company balance sheet, FAS
EUR 1000
Note
31.12.2025
31.12.2024
ASSETS
Long-term assets
Intangible assets
(8)
5,214
3,873
Tangible assets
(9)
3,031
3,020
Investments in Group companies
(10,11)
31,538
31,538
Investments in associated companies
(10,11)
12,158
12,158
Other investments and receivables
(10,11)
404
404
Total long-term assets
52,345
50,994
Short-term assets
Long-term receivables
(12)
5,197
7,234
Deferred tax assets
(14)
342
422
Current receivables
(13)
30,480
32,061
Cash and cash equivalents
1,360
2,772
Total short-term assets
37,379
42,490
Total assets
89,724
93,484
SHAREHOLDERS' EQUITY AND LIABILITIES
Shareholders' equity
(15)
Share capital
12,635
12,635
Share premium account
23,391
23,391
Invested non-restricted equity capital
234
234
Contingency reserve
7,232
7,232
Retained earnings
37,212
36,278
Profit / loss for the period
1,945
5,591
Total equity
82,649
85,360
Appropriations
343
204
Liabilities
(16)
Long-term non-interest-bearing liabilities
416
501
Current interest-bearing liabilities
5,503
5,662
Current non-interest-bearing liabilities
813
1,757
Total liabilities
6,732
7,920
Total equity and liabilities
89,724
93,484
57
Parent company statement of cash flows, FAS
EUR 1000
1-12/2025
1-12/2024
Cash flow from operating activities
Profit before extraordinary items
-136
1,469
Adjustments *)
-1,975
-4,321
Change in non-interest-bearing current receivables
2,134
-322
Change in non-interest-bearing current liabilities
-959
-82
Cash flow from operating activities before financial items
and taxes
-936
-3,256
Interests and financial expenses paid
-170
-159
Interests and financial income received
1,707
1,767
Cash flow from operating activities (A)
601
-1,648
Cash flow from investing activities
Investments in tangible and intangible assets
-1,870
-2,489
Proceeds from sales of tangible and intangible assets
-
210
Investments in other investments
-
-388
Dividends received
971
2,752
Cash flow from investing activities (B)
-898
84
Cash flow before financing
-297
-1,564
Cash flow from financing activities
Acquisition of own shares
-
-366
Change in short-term loans
5,100
-
Change in subsidiary financing
353
-9,547
Change in group bank account
-6,911
3,056
Dividends paid
-4,656
-4,656
Group contributions
5,000
2,800
Cash flow from financing activities (C)
-1,115
-8,713
Net increase/decrease in cash and cash equivalents
(A+B+C)
-1,412
-10,277
Cash and cash equivalents at beginning of financial year
2,772
13,049
Cash and cash equivalents at end of financial year
1,360
2,772
*) Adjustments
Depreciation, amortisation and impairment
519
212
Financial income and expenses
-2,493
-4,360
Gains and losses on sales of tangible and intangible
assets
-
-173
Total
-1,975
-4,321
58
Accounting principles, FAS
Valuation of fixed assets
Fixed assets have been capitalised at their acquisition cost less accumulated depreciation.
Fixed assets have been depreciated on a straight-line basis according to plan, based on useful
economic life.
Foreign currency items
Receivables and payables denominated in foreign currencies have been translated into euros
at the European Central Bank middle rate on the closing day. Exchange rate differences caused
by short-term receivables and liabilities have been charged to the profit and loss account.
Unrealised exchange rate losses and gains of long-term receivables and liabilities have also
been charged to the profit and loss account.
Deferred tax assets and liabilities
Deferred tax assets from confirmed losses have been recognised in the balance sheet for the
following years using the tax rate confirmed at the balance sheet date.
Other temporary differences arising from deferred tax liabilities and assets are presented on a
net basis in the notes.
Derivative contracts
In line with its risk management policy, the company uses a variety of derivatives for hedging
against a number of risks arising from foreign currencies, interest rates and commodity prices.
The market values of derivatives are entered under derivative contracts in the other notes to
the accounts and indicate what the result would have been if the derivative position had been
closed at market prices on the date of closing of the accounts.
Unrealised losses on derivative instruments are recognised in financial costs. Unrealised gains
are not recognised in profit and loss statement, gains are recognised on financial income at the
moment when derivative instrument is realised.
Pension arrangements
Statutory pension coverage for corporate personnel is covered by pension insurance. Special
pension insurance policies provide additional pension coverage under the Trust rules for
former employees and retired staff previously covered by the Lännen Tehtaat Staff Pension
Trust.
The CEO has a voluntary defined contribution supplementary pension plan.
59
Notes to the parent company financial statement, FAS
60
1. Net sales
EUR 1000
1-12/2025
1-12/2024
Group management fee, domestic
2,014
1,276
Total
2,014
1,276
2. Other operating income
EUR 1000
1-12/2025
1-12/2024
Gains from sales of non-current assets
-
173
Rental income
377
378
Service fees
161
159
Other
127
125
Total
665
835
3. Personnel expenses and average number of
personnel
EUR 1000
1-12/2025
1-12/2024
Personnel expenses
Wages and salaries
1,794
1,905
Pension expenses
278
353
Other social security expenses
71
118
Total
2,143
2,376
Salaries, wages and benefits of the administrative bodies are presented in Note 26 of the Notes
to the consolidated financial statements.
Personnel, FTE
16
15
The pension commitments to the members of the Board of Directors and the CEO:
The retirement age of the CEO is 63 years.
4. Depreciation, amortisation and impairments
Tangible and intangible assets have been capitalised at their acquisition cost less accumulated
depreciation. Tangible and intangible assets are subject to straight-line depreciation and
amortisation over the period of their useful lives. Depreciation and amortisation have been
applied since the month the asset was taken into use.
Depreciation and amortisation periods:
Intangible rights
5 or 10 years
Other capitalised long-term expenses
5 or 10 years
Buildings and structure
20-30 years
Other buildings and constructions
5 or 10 years
Machinery and equipment
5 or 10 years
The basis for depreciation and amortisation has not changed.
EUR 1000
1-12/2025
1-12/2024
Depreciation and amortisation according to plan
Intangible rights
3
4
Other capitalised long-term expenses
457
143
61
Buildings and structure
57
65
Machinery and equipment
1
-
Total
519
212
5. Other operating expenses
EUR 1000
1-12/2025
1-12/2024
Other operating expenses
Rental expenses
211
204
Administrative expenses
1,732
1,556
Other operating expenses
703
654
Total
2,646
2,414
Audit fees
Annual audit
67
65
Other services
7
10
Total
74
75
6. Financial income and expenses
EUR 1000
1-12/2025
1-12/2024
Dividend income
From associated company
970
2,751
From others
1
1
Total
971
2,752
Interest income from long -term investments
From Group companies
505
831
Other interest and financial income
From Group companies
784
801
Interest incomes from others
42
135
Other financial incomes from others
376
-
Total
1,202
936
Financial income, total
2,678
4,519
Interest expenses and other financial expenses
To Group companies
1
3
Interest expenses to others
25
19
Other financial expenses to others
159
137
Total
185
159
Financial expenses total
185
159
Financial income and expenses, total
2,493
4,360
7. Income taxes
EUR 1000
1-12/2025
1-12/2024
Change in deferred tax assets
-80
-674
Total
-80
-674
62
8. Long-term intangible assets
EUR 1000
Intangible rights
Other capitlised long-term
expenses
Construction in progress
Total
Acquisition cost 1.1.2025
38
3,823
363
4,224
Additions
-
1,689
111
1,800
Disposals
-
-9
-
-9
Transfers between items
-
363
-363
-
Acquisition cost 31.12.2025
38
5,866
111
6,016
Accumulated amortisation 1.1.2025
-35
-316
-
-351
Disposals, accumulated amortisation
-
9
-
9
Amortisation for the period
-3
-457
-
-460
Accumulated amortisation 31.12.2025
-38
-764
-
-802
Book value 1.1.2025
3
3,508
363
3,873
Book value 31.12.2025
-
5,102
111
5,214
EUR 1000
Intangible rights
Other capitlised long-term
expenses
Construction in progress
Total
Acquisition cost 1.1.2024
63
232
1,530
1,825
Additions
-
2,180
363
2,543
Disposals
-25
-14
-
-40
Transfers between items
-
1,426
-1,530
-104
Acquisition cost 31.12.2024
38
3,823
363
4,224
Accumulated amortisation 1.1.2024
-56
-187
-
-243
Disposals, accumulated amortisation
25
14
-
40
63
Amortisation for the period
-4
-143
-
-147
Accumulated amortisation 31.12.2024
-35
-316
-
-351
Book value 1.1.2024
7
45
1,530
1,582
Book value 31.12.2024
3
3,508
363
3,873
64
9. Long-term tangible assets
EUR 1000
Land and water
areas
Buildings and
structures
Machinery and
equipment
Other tangible
assets
Construction in
progress
Total
Acquisition cost 1.1.2025
2,161
5,288
251
57
-
7,757
Additions
-
49
20
-
-
69
Disposals
-
-1,808
-20
-
-
-1,829
Acquisition cost 31.12.2025
2,161
3,529
251
57
-
5,998
Accumulated depreciation 1.1.2025
-
-4,486
-251
-
-
-4,737
Disposals and transfers, accumulated depreciation
-
1,808
20
-
-
1,829
Depreciation for the period
-
-57
-1
-
-
-58
Accumulated depreciation 31.12.2025
-
-2,735
-232
-
-
-2,967
Book value 1.1.2025
2,161
802
-
57
-
3,020
Book value 31.12.2025
2,161
794
18
57
-
3,031
EUR 1000
Land and water
areas
Buildings and
structures
Machinery and
equipment
Other tangible
assets
Construction in
progress
Total
Acquisition cost 1.1.2024
2,148
5,348
251
57
-
7,805
Additions
50
-
-
-
-
50
Disposals
-37
-61
-
-
-
-98
Acquisition cost 31.12.2024
2,161
5,288
251
57
-
7,757
Accumulated depreciation 1.1.2024
-
-4,482
-251
-
-
-4,733
Disposals and transfers, accumulated depreciation
-
61
-
-
-
61
65
Depreciation for the period
-
-65
-
-
-
-65
Accumulated depreciation 31.12.2024
-
-4,486
-251
-
-
-4,737
Book value 1.1.2024
2,148
866
-
57
-
3,072
Book value 31.12.2024
2,161
802
-
57
-
3,020
Carrying amount of land includes revaluations of 1.7 M€
66
10. Investments
EUR 1000
Holdings in Group
companies
Holdings in associated
companies
Other investments
Other receivables
Total
Acquisition cost 1.1.2025
31,538
12,158
393
12
44,100
Book value 31.12.2025
31,538
12,158
393
12
44,100
EUR 1000
Holdings in Group
companies
Holdings in associated
companies
Other investments
Other receivables
Total
Acquisition cost 1.1.2024
31,538
12,158
12
4
43,712
Additions
-
-
381
8
388
Book value 31.12.2024
31,538
12,158
393
12
44,100
67
11. Shares of Group companies, associated companies
and other shares and receivables
Domicile
Holding-%
Group companies
Apetit Ruoka Oy
Säkylä
100.0
Apetit Kasviöljy Oy
Helsinki
100.0
Lännen Sokeri Oy, lepäävä yhtiö
Säkylä
100.0
Associated companies
Sucros Oy
Helsinki
20.0
Foodwest Oy
Seinäjoki
18.9
EUR 1000
Bookvalue
Other shares, holdings and long-term receivables
Unquoted shares and holdings
393
Connection fees, long-term receivables
12
Total
404
12. Long-term receivables
EUR 1000
31.12.2025
31.12.2024
Loans receivables from Group companies *)
4,781
6,733
Other receivables
416
501
Total
5,197
7,234
13. Short-term receivables
EUR 1000
31.12.2025
31.12.2024
Accounts receivable
29
42
Amounts owed by the Group companies
Accounts receivable
309
2,459
Loans receivable *)
26,053
24,453
Group bank account receivables
1,652
-
Group contribution receivables
2,300
5,000
Other receivables
-
10
Total
30,314
31,922
Amounts owed by the associated companies Accounts
receivable
Accounts receivable
19
20
Total
19
20
Other receivables from others
Tax receivables
16
-
Other
101
78
Total
118
78
Short-term receivables total
30,480
32,061
68
*) The company has granted loans to companies in the group. The total amount of investment
loans is EUR 6,7 million and the remaining loan term is 3-4 years. The investment loans are repaid
in equal instalments once a year and interest is paid quarterly. The interest rate on the investment
loans is tied to Euribor 6 months + 3.7% margin. The total amount of working capital loans is EUR
24,1 million and the loan term is less than one year. The working capital loan 1 can be withdrawn
and repaid freely within the maximum loan amount, which is EUR 25,0 million. The interest is paid
quarterly and is tied to Euribor 3 months + 1.6% margin. A 0.3% fee is paid quarterly on the
unwithdrawn portion. The working capital loan 2 can be withdrawn and repaid freely within the
maximum loan amount, which is EUR 10,0 million. The interest is paid quarterly and is tied to
Euribor 1 months + 0,9% margin. A 0.3% fee is paid quarterly on the unwithdrawn portion.
14. Deferred tax assets
EUR 1000
31.12.2025
31.12.2024
Deferred tax assets, carry forward of unused tax losses
342
422
A change in deferred tax assets of EUR 78.328,84 (-678,255.03) has been recorded from the
result for the financial year.
The net amount of the off -balance sheet deferred tax liability is EUR 156.959,45
15. Changes in shareholders’ equity
EUR 1000
31.12.2025
31.12.2024
Share capital 1 Jan.
12,635
12,635
Share capital 31 Dec.
12,635
12,635
Share premium account 1 Jan.
23,391
23,391
Share premium account 31 Dec.
23,391
23,391
Contingency reserve 1 Jan.
7,232
7,232
Contingency reserve 31 Dec.
7,232
7,232
Invested non-restricted equity capital 1.1
234
234
Invested non-restricted equity capital 31.12
234
234
Retained earnings 1 Jan.
36,278
39,222
Transfer from previous year's profit
5,591
2,078
Dividends paid
-4,656
-4,656
Amount paid for own shares
-
-366
Retained earnings 31 Dec.
37,212
36,278
Profit / loss for the financial year
1,945
5,591
Shareholders’ equity 31 Dec.
82,649
85,360
Distributable funds
Contingency reserve
7,232
7,232
Invested non-restricted equity capital
234
234
Retained earnings
37,212
36,278
69
Profit for the financial year
1,945
5,591
Distributable funds 31 Dec.
46,623
49,334
16. Liabilities
EUR 1000
31.12.2025
31.12.2024
Long-term liabilities
Provisions for pensions
416
501
Total
416
501
Short-term liabilities
Loans from financial institutions
5,100
-
Trade payables
195
405
Total
5,295
405
Amounts owed to Group companies
Trade payables
-
205
Other liabilities
88
70
Group account liabilities
403
5,662
Total
491
5,937
Amounts owed to associated companies
Trade payables
3
3
Other liabilities
Tax account payable
84
211
Accrued expenses and deferred income
Personnel expenses
360
716
Accruals of expenses
83
148
Total
443
864
Long-term non-interest-bearing liabilities
416
501
Short-term liabilities, interest-bearing, total
5,503
5,662
Short-term liabilities, non-interest-bearing, total
813
1,757
Total
6,732
7,920
17. Contingent liabilities
EUR 1000
31.12.2025
31.12.2024
Lease liabilities
Falling due during the following year
136
181
Falling due at later date
369
-
Other lease liabilities
Falling due during the following year
15
13
Falling due at later date
25
-
Other liabilities
Guarantees
51
51
Contingent liabilities on behalf of the Group companies
Guarantees
3,600
2,155
Liabilities total
4,197
2,400
70
Outstanding derivative instruments
Other liabilities
The company is required to review the VAT deductions it has made for real estate investments
completed in 2016-2025 if the taxable use of the property decreases during the review period.
The maximum liability is EUR 133,222.77 and the last review year is 2035.
71
Proposal of the Board of Directors for the distribution of profits
The parent company’s distributable funds totalled EUR 46,623,190.09 on 31 December 2025, of which EUR 1,945,066.39 is profit for the financial year.
The Board of Directors will propose to the Annual General Meeting that the distributable funds will be distributed as a dividend of EUR 0.70 per share i.e. a total of at
fi
nancial statement date for the entire number of
shares EUR 4,422,303.20 and the number of shares owned by outside the company EUR 4,352,812.10.
No significant changes have taken place in the financial position of the parent company since the end of the financial year. The company’s liquidity is good, and the Board deems that the company’s solvency will not be
jeopardised by the proposed distributi on of dividends. No dividend will be paid on the company's own shares.
Signatures to the Board of Directors’ report and financial statements
Helsinki 12 February 2026
Erkki Järvinen Niko Simula An auditor’s report has been issued today
Chairman of the Board Deputy of the Board Helsinki 12 February 2026
Heli Arantola Antti Korpiniemi Kati Sulin
Member of the Board Member of the Board Member of the Board Authorised Public Accountant
Esa Mäki Osmo Valovirta, KHT
CEO
72
Key indicators
Financial ratios
Profitability
EUR million
2025
2024
2023
2022
2021
Net sales
167.6
162.6
175.5
181.7
283.9
Net sales from exports
26.9
28.6
32.5
42.4
108.5
Operating profit
13.7
9.3
7.5
3.5
2.8
% of net sales
8.1
5.7
4.3
1.9
1.0
R & D expenses
2.1
2.1
1.6
1.4
1.0
% of net sales
1.3
1.3
0.9
0.8
0.4
Financial income (+)/expenses (-),
net
-0.9
-0.6
-0.2
-0.2
-0.4
Result before taxes
10.0
10.3
11.3
3.8
2.9
% of net sales
6.0
6.3
6.4
2.1
1.0
Result for the period
9.0
8.5
9.8
3.2
2.4
% of net sales
5.4
5.2
5.6
1.7
0.8
Attributable to
Shareholders of the parent company
9.0
8.5
9.8
3.2
2.4
Non-controlling interests
-
-
-
-
Finance and financial position
EUR million
2025
2024
2023
2022
2021
Return on equity, % (ROE)
8.2
8.0
9.8
5.5
2.5
Return on capital employed, %
(ROCE) *
11.7
8.3
7.3
5.7
2.4
Equity ratio, %
74.8
79.8
78.9
81.8
59.4
Net gearing, %
14.0
3.1
-5.7
-13.2
26.6
Non-current assets
85.5
76.1
74.9
64.9
68.0
Inventories
49.5
46.6
34.8
30.1
70.8
Other current assets
14.2
12.2
21.4
22.3
18.2
Shareholders' equity
111.6
107.6
103.5
96.0
93.3
Distributable funds
46.6
49.3
48.8
49.9
51.8
Interest-bearing liabilities
19.3
7.4
8.1
2.1
32.3
Non-interest-bearing liabilities
18.3
19.9
19.5
19.2
31.6
Balance sheet total
149.2
134.9
131.1
117.3
157.1
Other indicators
EUR million
2025
2024
2023
2022
2021
Gross investments excluding
business acquisitions
7.5
9.6
7.5
5.0
6.6
% of net sales
4.5
5.9
4.3
2.8
2.3
Personnel, FTE
321
315
298
303
337
Share indicators
2025
2024
2023
2022
2021
73
Earnings per share, EUR
1.44
1.37
1.56
0.83
0.38
Dividend per share, EUR *
0.70
0.75
0.75
0.50
0.40
Dividend per earnings, %
48.5
54.9
48.1
60.1
105.4
Effective dividend yield, % *
5.1
5.4
5.7
4.9
3.1
P/E ratio
9.6
10.2
8.4
12.3
33.9
Shareholders' equity per share, EUR
17.94
17.30
16.60
15.38
14.95
Share performance, EUR
Lowest price during the year
13.00
12.50
10.10
9.62
10.70
Highest price during the year
15.00
15.00
13.50
13.90
14.90
Average price during the year
14.08
13.60
12.35
10.94
13.09
Share price at the end of the year
13.85
14.00
13.15
10.20
12.85
Share turnover
Share turnover (1,000 pcs)
335
308
551
500
1094
Turnover ratio, %
5.3
4.9
8.7
7.9
17.3
Share capital, EUR million
12.6
12.6
12.6
12.6
12.6
Market capitalisation, EUR million
87.5
88.1
84.1
64.4
81.2
Dividends, EUR million *
4.4
4.7
4.7
3.1
2.5
Number of shares
2025
2024
2023
2022
2021
Number of shares
6,317,576
6,317,576
6,317,576
6,317,576
6,317,576
Average adjusted number of shares
6,214,136
6,210,916
6,250,366
6,239,744
6,234,286
Adjusted number of shares at the
end of the period
6,218,303
6,208,303
6,235,801
6,239,908
6,238,923
Number of own shares
99,273
109,273
81,775
77,668
78,653
* Proposal of the board of directors
74
Calculation of key indicators
IFRS key figures
Earnings per share
=
Net income attributable to the equity holders of the
parent
Average number of outstanding shares during financial
year
Alternative performance
measures
According to the ESMA (European Securities and Markets Authority) Guidelines on Alternative
Performance Measures, an Alternative Performance Measure (APM) is understood as a financial
measure of historical or future financial performance, financial position, or cash flows, other than a
financial measure defined or specified in the applicable financial reporting framework. In addition
to IFRS key figures, Apetit uses and reports the following alternative performance measures:
Return on equity (ROE), %
=
Profit/loss for the period
Total equity (average for the beginning and end of the
period)
Return on capital employed
(ROCE), %
=
Operating profit
Capital employed, average of the last five quarter ends
Capital employed
=
Equity + interest-bearing liabilities
Equity ratio, %
=
Total equity
Total assets - Advance payments received
Gearing, %
=
Interest-bearing net debt
Total equity
Interest-bearing net liabilities
=
Interest-bearing liabilities - Cash and cash equivalents -
short term investments
Dividend per earnings, %
=
Dividend per share
Earnings per share
Effective dividend yield, %
=
Dividend per share
Share price at the end of the period
Price/earnings ratio (P/E)
=
Share price at the end of the period
Earnings per share
Shareholders' equity per share
=
Equity attributable to the equity holders of the parent
company
Basic number of outstanding shares on 31 December
Market capitalisation
=
Basic number of outstanding shares x Closing share
price
75
Shareholders and shares
Major Shareholders
Number of shares
%
Number of votes
%
Valio's Pension Fund
580,108
9.2
580,108
9.3
Berner Oy
499,667
7.9
499,667
8.0
Eela Esko
392,392
6.2
392,392
6.3
Nordea Nordic Small Cap Fund
384,960
6.1
384,960
6.2
Central Union of Agricultural Producers and Forest Owners
205,485
3.3
205,485
3.3
Poutiainen Juha
110,000
1.7
110,000
1.8
Laakkonen Mikko
102,802
1.6
102,802
1.7
Niemi trust fund SR
100,096
1.6
100,096
1.6
Pharmacies Pension Fund
90,395
1.4
90,395
1.5
Vapanen Pekka
70,299
1.1
70,299
1.1
Top 10 sub-total
2,536,204
40.1
2,536,204
40.8
Nominee-registered shares
101,224
1.6
101,224
1.6
Other shareholders
3,580,875
56.7
3,580,875
57.6
External ownership total
6,218,303
98.4
6,218,303
100.0
Shares owned by the company
99,273
1.6
Total
6,317,576
100.0
Distribution of ownership
% of shareholders
% of shares
Companies total
2.1
17.9
Financial and insurance institutions
0.1
6.4
Public organisations
0.2
12.3
76
Private households
96.4
56.8
Non-profit organisations
0.9
4.9
Foreign owners
0.3
0.1
Nominee-registered
1.6
Total
100.0
Distribution of shareholdings
Shares
Number of
shareholders pcs
% of shareholders
Number of shares
pcs
% of shares
1
500.0
11,010
89.3
1196155
18.9
501
1000.0
753
6.1
559514
8.9
1001
5000.0
476
3.9
922517
14.6
5001
10000.0
48
0.4
324088
5.1
10001
50000.0
28
0.2
508361
8.0
50001
100000.0
6
0.0
431431
6.8
100001
500000.0
7
0.1
1795402
28.4
500001
1
0.0
580108
9.2
Total
12,329
100.0
6,317,576
100.0
77
78
AUDITOR’S REPORT (Translation of the Finnish original)
To the Annual General Meeting of Apetit Oyj
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Apetit Oyj (business identity code 0197395-5) for the year ended 31
December, 2025. The financial statements comprise the consolidated balance sheet, statement of comprehensive
income, statement of changes in equity, statement of cash flows and notes, including material accounting policy
information, as well as the parent company’s balance sheet, income statement, statement of cash flows and notes.
In our opinion
●
the consolidated financial statements give a true and fair view of the group’s financial position, financial
performance and cash flows in accordance with IFRS Accounting Standards as adopted by the EU.
●
the financial statements give a true and fair view of the parent company’s financial performance and
financial position in accordance with the laws and regulations governing the preparation of financial
statements in Finland and comply with statutory requirements.
Our opinion is consistent with the additional report submitted to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under good auditing
practice are further described in the
Auditor’s Responsibilities for the Audit of the Financial Statements
report.
We are independent of the parent company and of the group companies in accordance with the ethical requirements
that are applicable in Finland and are relevant to our audit, and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
In our best knowledge and understanding, the non-audit services that we have provided to the parent company and
group companies are in compliance with laws and regulations applicable in Finland regarding these services, and we
have not provided any prohibited non-audit services referred to in Article 5(1) of regulation (EU) 537/2014. The non-
audit services that we have provided have been disclosed in note 4 to the consolidated financial statements.
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
financial statements of the current period. These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We have fulfilled the responsibilities described in the
Auditor’s Responsibilities for the Audit of the Financial Statements
79
section of our report, including in relation to these matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The
results of our audit procedures, including the procedures performed to address the matters below, provide the basis for
our audit opinion on the accompanying financial statements.
We have also addressed the risk of management override of internal controls. This includes consideration of whether
there was evidence of management bias that represented a risk of material misstatement due to fraud.
Key Audit Matter
How our audit addressed the Key Audit Matter
Revenue Recognition
We refer to the Group’s accounting policies and the note 2
The group's net sales consist mainly of the
sales of frozen food and oil seed products. The Group satisfies
its agreed performance obligations and recognizes revenue
when control over product is transferred to a customer.
Revenue recognition is considered as a key audit matter
because revenues are a key performance measure which could
create an incentive for revenue to be recognized prematurely.
Revenue recognition was also determined to be a significant
risk of material misstatement referred to in EU Regulation No
537/2014, point (c) of Article 10(2).
Our audit procedures to address the risk of material
misstatement in respect of revenue recognition included
among others:
●
We assessed the appropriateness of the group’s
accounting policies over revenue recognition
compared to IFRS standards.
●
We familiarized ourselves with the group’s processes
and controls over timing of revenue recognition.
●
We tested the correct timing of revenue recognition by
using analytical procedures and transaction level
testing. Our procedures included data analytics,
obtaining external confirmations and transaction level
testing before and after the balance sheet date as well
as inspection of credit notes issued after the balance
sheet date.
●
We considered the appropriateness of the
group’s disclosures in respect of revenues.
Valuation of shares in associated companies
We refer to Group’s accounting policies and notes 13 and 14
As of balance sheet date December 31, 2025 shares in
associated companies amounted to 17,8 M€ in the Group’s
balance sheet consisting mainly of ownership in Sucros group.
The management has prepared an impairment test calculation
based on the value in use of the Group’s net investment in
Sucros. The valuation of shares in associated companies was a
key audit matter because they constitute a material asset,
representing approximately 12 % of the Group's total assets,
and because the impairment testing includes significant
estimation and judgement.
We performed, among others, the following audit procedures:
●
We assessed the basis and appropriateness of the
forecasts used, like projected profitability and discount
rate.
●
We tested the mathematical accuracy of the calculation.
●
We evaluated the appropriateness and suitability of the
methodologies used as well as assumptions used in
relation to market and industry information. We
involved our valuation specialists to assist us in
performing our procedures.
Acquisition of Foodhills AB
We refer to Group’s accounting policies and note 3
The Group acquired the business of Foodhills AB, a Swedish
producer of frozen peas, through a share purchase completed
We performed, among others, the following audit procedures:
●
We assessed whether the accounting treatment of the
business combination in the financial statements
complies with IFRS 3 and the terms of the share
80
on 27 November 2025. The acquisition has been accounted
for in the consolidated financial statements as a business
combination in accordance with IFRS 3
Business Combinations
.
In a business combination, the acquired assets, assumed
liabilities and contingent liabilities are measured at their fair
values at the acquisition date. Determination of these fair
values requires management judgement and estimation,
particularly in respect of non-current assets. The gain arising
from a bargain purchase recognized in income statement
represents the difference between the purchase price and the
fair value of the assets and liabilities acquired.
The acquisition of Foodhills AB was a key audit matter due to
the valuation processes and methodologies involved and due
to level of management judgement and estimation, as well as
the fact that the gain from a bargain purchase amounting to
EUR 8.3 million is material to the financial statements.
purchase agreement.
●
We assessed management’s methods for identifying
assets, liabilities and contingent liabilities, as well as
the principles applied in determining their fair values.
●
We assessed the appropriateness of the valuation
model and tested its mathematical accuracy.
●
We assessed whether the disclosures related to the
business combination are appropriate and sufficient.
Responsibilities of the Board of Directors and the Managing Director for the Financial Statements
The Board of Directors and the Managing Director are responsible for the preparation of consolidated financial
statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU, and of
financial statements that give a true and fair view in accordance with the laws and regulations governing the preparation
of financial statements in Finland and comply with statutory requirements. The Board of Directors and the Managing
Director are also responsible for such internal control as they determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the Managing Director are responsible for assessing the
parent company’s and the group’s ability to continue as going concern, disclosing, as applicable, matters relating to
going concern and using the going concern basis of accounting. The financial statements are prepared using the going
concern basis of accounting unless there is an intention to liquidate the parent company or the group or cease
operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance on whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with good auditing
practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial statements.
As part of an audit in accordance with good auditing practice, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
●
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
●
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
81
parent company’s or the group’s internal control.
●
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
●
Conclude on the appropriateness of the Board of Directors’ and the Managing Director’s use of the going
concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the parent company’s or 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 auditor’s report to the related disclosures in the financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date
of our auditor’s report. However, future events or conditions may cause the parent company or the group to
cease to continue as a going concern.
●
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events so that the financial
statements give a true and fair view.
●
Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business units within the group as a basis for forming an opinion on the group
financial statements. We are responsible for the direction, supervision and review of the audit work performed
for purposes of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and 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 those charged with governance, we determine those matters that were of most
significance in the audit of the financial statements of the current period and are therefore the key audit matters. We
describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because
the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Other Reporting Requirements
Information on our audit engagement
We were first appointed as auditors by the Annual General Meeting on May 28, 2021 and our appointment represents a
total period of uninterrupted engagement of five years.
Other information
The Board of Directors and the Managing Director are responsible for the other information. The other information
comprises the report of the Board of Directors and the information included in the Annual Report, but does not include
the financial statements and our auditor’s report thereon. We have obtained the report of the Board of Directors prior to
the date of this auditor’s report, and the Annual Report is expected to be made available to us after that date.
Our opinion on the financial statements does not cover the other information.
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In connection with our audit of the financial statements, our responsibility is to read the other information identified
above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit, or otherwise appears to be materially misstated. With respect to report of the
Board of Directors, our responsibility also includes considering whether the report of the Board of Directors has been
prepared in compliance with the applicable provisions.
In our opinion, the information in the report of the Board of Directors is consistent with the information in the financial
statements and the report of the Board of Directors has been prepared in compliance with the applicable provisions.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s
report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We
have nothing to report in this regard.
Säkylä 12.2.2026
Ernst & Young Oy
Authorized Public Accountant Firm
Osmo Valovirta
Authorized Public Accountant
83
(Translation of the Finnish original)
Independent Auditor’s Report on the ESEF Consolidated Financial Statements of Apetit Oyj
To the Board of Directors of Apetit Oyj
We have performed a reasonable assurance engagement on the financial statements 743700RSFZUIQYABYT14-
2025-12-31-fi.zip of Apetit Oyj (y-identifier: 0197395-5) that have been prepared in accordance with the
Commission’s regulatory technical standard for the financial year ended 31.12.2025.
Responsibilities of the Board of Directors and the Managing Director
The Board of Directors and the Managing Director are responsible for the preparation of the company’s report of
Board of Directors and financial statements (the ESEF financial statements) in such a way that they comply with the
requirements of the Commission’s regulatory technical standard. This responsibility includes:
●
preparing the ESEF financial statements in XHTML format in accordance with Article 3 of the
Commission’s regulatory technical standard
●
tagging the primary financial statements, notes and company’s identification data in the consolidated
financial statements that are included in the ESEF financial statements with iXBRL tags in accordance with
Article 4 of the Commission’s regulatory technical standard and
●
ensuring the consistency between the ESEF financial statements and the audited financial statements.
The Board of Directors and the Managing Director are also responsible for such internal control as they determine is
necessary to enable the preparation of ESEF financial statements in accordance the requirements of the
Commission’s regulatory technical standard.
Auditor’s Independence and Quality Management
We are independent of the company in accordance with the ethical requirements that are applicable in Finland and
are relevant to the engagement we have performed, and we have fulfilled our other ethical responsibilities in
accordance with these requirement s.
The firm applies International Standard on Quality Management (ISQM) 1, which requires the firm to design,
implement and operate a system of quality management including policies or procedures regarding compliance
with ethical requirements, professional st andards and applicable legal and regulatory requirements.
Auditor’s Responsibilities
Our responsibility is to, in accordance with Chapter 7, Section 8 of the Securities Markets Act, provide assurance on
the financial statements that have been prepared in accordance with the Commission’s technical regulatory
standard. We express an opinion on whether the consolidated financial statements that are included in the ESEF
financial statements have been tagged, in all material respects, in accordance with the requirements of Article 4 of
the Commission's regulatory technical standard.
Our responsibility is to indicate in our opinion to what extent the assurance has been provided. We conducted a
reasonable assurance engagement in accordance with International Standard on Assurance Engagements (ISAE)
3000.
The engagement includes procedures to obtain evidence on:
84
●
whether the primary financial statements in the consolidated financial statements that are included in the
ESEF financial statements have been tagged, in all material respects, with iXBRL tags in accordance with
the requirements of Article 4 of the Commission's regulatory technical standard and
●
whether the notes and company's identification data in the consolidated financial statements that are
included in the ESEF financial statements have been tagged, in all material respects, with iXBRL tags in
accordance with the requirements of Article 4 of the Commission's regulatory technical standard and
●
whether there is consistency between the ESEF financial statements and the audited financial statements.
The nature, timing and extent of the selected procedures depend on the auditor’s judgement. This includes an
assessment of the risk of material deviations due to fraud or error from the requirements of the Commission’s
technical regulatory standard.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
Our opinion pursuant to Chapter 7, Section 8 of the Securities Markets Act is that the primary financial statements,
notes and company's identification data in the consolidated financial statements that are included in the ESEF
financial statements of Apetit Oyj 743700RSFZUIQYABYT14 -2025-12-31-fi.zip for the financial year ended
31.12.2025 have been tagged, in all material respects, in accordance with the requirements of the Commission's
regulatory technical standard.
Our opinion on the audit of the consolidated financial statements of Apetit Oyj for the financial year ended
31.12.2025 has been expressed in our auditor's report dated 12.2.2026. With this report we do not express an
opinion on the audit of the consolidated financial statements nor express another assurance conclusion.
Helsinki 12.3.2026
Ernst & Young Oy
Authorized Public Accountant Firm
Osmo Valovirta
Authorized Public Accountant